


A Heart of Iron

by TardisThiefTennant



Series: All that Really Matters [1]
Category: Spiderman - Fandom
Genre: Again, Dad!Tony, Eventual Happy Ending, Eventual Torture, F/M, Flash as a complex character, Fluff, I suck at tags, Identity Reveal, No Smut, Peter is a Little Shit, Peter is an orphan, Science Bros, Slow Build, There's just so much action and fluff and angst and emotions, hurt!Peter, somebody help me
Language: English
Status: Completed
Published: 2017-06-29
Updated: 2017-12-14
Packaged: 2018-11-21 06:47:00
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence
Chapters: 37
Words: 148,391
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/11352063
Author URL: https://archiveofourown.org/users/TardisThiefTennant/pseuds/TardisThiefTennant
Summary: After the death of Aunt May, Peter Parker is left alone on the streets of New York. That is, until Iron Man swoops in and changes his life forever. Can he get close to Tony, or will he keep him safe, by keeping him at arm's length? And can Tony fill a hole in his life with this secretive orphan?





	1. You Gotta Start Somewhere

**Author's Note:**

> If some of you use fanfiction.net, too, then you may have already read this so far. To those of you haven't, I can only tell you this; buckle up, kids, this is quite the ride. Also, please have mercy, this is my first story, and the first few chapters are a little rough. It gets better, I swear!

Tony Stark had it all. A hot , supportive girlfriend, fame, friends, and all the money he could ever need. Why would he ever change this? He wouldn't. No, his life was fine the way it was. He wasn't gonna go and mess with a good thing. Or so he thought.

Tony would never admit it, but he had a hard time leaving things be. There was always one thing to fix, or to add on. He could make it better, stronger, flashier. That's just who he was. So it figures that in his perfect life, he could find one more thing to add…

* * *

Peter Parker had nothing. And it was all his fault. Why did everyone he love have to die? Wait. No, it wasn't Peter's fault. It was Spiderman's.

At first, the spiderbite was a dream come true. Flash would never bother him again, he would be the most popular kid in school, and the entire world would know his name! But then Uncle Ben died. He had learned responsibility in the harshest way. He had discovered a few years back that he couldn't even recall what his parents looked like! Aunt May had been the only one left and now… it was all his fault. Before the bite, it wasn't his responsibility, but now… he should have been there.

That was who Peter was. He had nothing, but he was still endlessly giving. He would give you the shirt off his back if you needed it. But the one thing he would never share is blame. He should have been there...

* * *

The day had started so normally. Well, as normally as a day usually is for Tony Stark. He had woken up in his luxury penthouse apartment with the sun streaming in from the floor-to-ceiling windows of his room. But it was quiet. Too quiet.

He would usually wake up to sound of one of the other residents of his tower, mostly with arguing involved. Or from one of Clint's stupid pranks. He still remembered painfully the day he had crawled into the air vents, making bird calls at random times, and throwing eggs at everyone but Nat. Of course, it wasn't really anything out of the ordinary to find Clint in the vents, but you usually couldn't tell he was there.

But today the team was out, doing their own thing. Steve had left early that morning to train, though Tony didn't know why. The man was already in perfect shape. Natasha and Clint had gone to work, and were currently somewhere in east Asia. Bruce was taking a walk, at JARVIS's insistence to get out of the lab, and it had been a while since Thor had last been seen. For the first time since the Avengers had moved in, Tony was alone in the tower.

Well, that was a nice surprise. Maybe he could have a peaceful breakfast, or work on his new suit. Pancakes sounded good. But at that moment, Tony's thoughts were interrupted by an announcement from JARVIS, Tony's British-accented A.I.

"Sir, Ms. Potts has just arrived and wishes to speak to you." JARVIS said..

Tony sighed and flopped back down onto the expensive bed. Or he could talk to Pepper. That works too. Groaning with morning dreariness, he rolled out of bed and trudged to his closet. He sleepily pulled on a casual t-shirt and a pair of jeans and headed downstairs. He vaguely wondered if Pepper would like some pancakes.

* * *

This was just great. First he had woken up late in the morning, having stayed up late the previous night on patrol, and almost fallen off of the roof where he had slept. Then he had gotten ready for school in a hurry only to realize as he was brushing his teeth that it was a Saturday. He could have slept in! Now, he was awake, and he knew there was no chance of falling back to sleep.

Peter finished getting dressed, careful to conceal his costume beneath his civilian clothes. It was only early October, but it was particularly cold that morning. Peter shivered as he thought of New York winters, and wondered what he would do once it really got cold. Oh, well, he'd think about that later. For now, he had to pack up all of his belongings into his backpack and head out.

Being homeless sucked. Of course, he thought, it could be worse. There were plenty of people on the streets of New York, and most of them didn't have superpowers to help them out. At least Peter could stay on rooftops and cranes to avoid shady people who would probably otherwise see him as easy prey. Plus, a spider sense can go a long way in staying safe as he slept.

Yeah it got cold, and all of the money he made at the Bugle went straight to food and webbing fluid, but it wasn't like he had any alternative. If he went into an orphanage, or a foster home, it would be impossible to have any privacy. His identity would be blown, and who knows what would happen then? It had been hard enough to keep the secret when he only lived with aunt May.

Aunt May. Peter sighed and shut his eyes. No matter what he thought of, it always came back to aunt May. God, he missed her. He remembered that night like yesterday…

_Peter had had a busy night. There had been a bank robbery, a car chase, and three attempted muggings. But Peter had been there to help. Well, Spiderman had been there, but that was the same thing. He was just ready to crawl into bed and sleep until school the next day. Hopefully aunt May was still asleep. She had been having trouble sleeping these past three weeks. Uncle Ben's death had really taken its toll on both of them, but aunt May had been right there in the house when he was shot._

_That had been all Peter's fault. If he had just stopped that crook when he had his chance… but he didn't. He had decided that it wasn't his problem. Now Ben was gone. He hadn't missed a night of crime fighting since. He had a responsibility. He wouldn't let another man die because of his carelessness._

_He swung back to that small apartment in Qweens, grateful that he hadn't run out of webbing yet. That car chase had really depleted his supply! He would finish his homework in the morning, he decided. He was too tired right then to do much studying, and it wasn't hard for him anyway. As his apartment came into view, Peter ducked into a side alley to change into more suitable clothes. On the off chance that May was up, he didn't want to come in fully suited. He could give her a heart attack. Not to mention, she would probably ground him for life for sneaking out and being a vigilante._

_But, honestly, it wasn't like he was sneaking out to do drugs or party or something! Just… yeah. She would be upset. She was so over-protective! But Peter really couldn't blame her, after Ben..._

_He finished changing, making sure that he hadn't forgotten to take off his web-shooters again (That had been a hard thing to lie his way out of. Luckily, now she was just convinced that Peter was into flashy bracelets. Greeeaat.). His building was just down the street, so he slung the backpack filled with his suit (It had been previously hidden in a corner behind some trash cans) over his shoulder, and started walking._

_When he got closer, he noticed a squad car parked in front of his building. His heart jumped into his throat,and he immediately assumed the worst: aunt May. Then he shook his head and gave a short laugh. There were were plenty of people in the building, not just Peter and his aunt. It was self-centered to think it was connected to him. Still, he couldn't help but walk a bit faster._

_He didn't want to take the elevator, (it didn't work half the time, anyway) so he ran up three flights of stairs to his floor. When he left the stairwell, what he saw sent a shock down his spine. The cops were in this floor. His floor. And the door to his apartment was wide open…_

_He ran forward, probably faster than he should have with his secret identity and all, and tore through the police tape that had been put up in the doorway._

" _Aunt May?" He called out. She didn't answer. He called out again, this time with a rising panic, "AUNT MAY?!"_

_He felt a tap on his shoulder and turned to see an officer with a sad look on his face._

" _Do you live here?" he asked._

" _Uh, yeah, have you seen my aunt May?" Peter said in a rush. If aunt May was hurt-_

_The officer laid a hand on Peter's shoulder and sighed. Without looking in his eyes, he explained, "Son, there's no easy way to tell you. The woman who lives here… your aunt?... she uh, she had a heart attack. I'm sorry, but… she was dead before we got here. There was nothing we could do."_

_Peter couldn't move. He couldn't even comprehend what this man had said. No, it wasn't true. Aunt May was so strong, there was no way she could be… no. No. NO!_

_Peter pushed past the officer and further into the house. She would be in bed, sleeping, or maybe up reading. She did that sometimes._

_But when he got to her room, she was on the floor facedown. Her arm was outstretched, and in her hand was the house phone. She must have been the one to call 911._

_Peter already knew, he could sense it, but that didn't stop him from dropping to his knees and taking her up in his arms. Her face was peaceful. The worry lines that had sprung up had relaxed, and she looked ten years younger. She wasn't breathing._

" _Aunt May-" Peter whispered. It was true. His aunt, the only one he had left in the world, was dead. And he had been out playing hero when she had needed him most._

_With that thought, Peter held her close and wept. He wept for letting her down, for the lies, for everything he could have done. She was gone. Because of him._

_The police were standing behind him now, watching his lament. Peter cried until one of them, the one who had told Peter the news, pulled him away. He wanted to stay with her, but the fight had left him, and he was so, so tired._

" _Come on, kid." The officer said, "You can't stay here."_

* * *

After a brief pancake-making interlude, where Tony managed to burn most of the pancakes and a dish towel, he and Pepper sat down to eat.

"So," Tony started with a mouthful of pastry, "what brings you here on this fine morning? Longing for me again?"

Pepper rolled her eyes, "No, Tony, not today. Can't a woman just want to spend some time with her fiance?"

"Not when JARVIS told me you wanted to talk. For the record, that's never a good thing to hear from a woman." Tony countered.

"Okay,you got me," Pepper sighed, "Look, I wanted to talk to you about- well, I know this is kinda early, but- you know it's good to think about everything before-"

"Spit it out, Pep!" Tony said, growing impatient. She wasn't usually like this.

"Kids!" Pepper spluttered, growing red, "Do you want to have kids, Tony?"

Tony sat stunned. He hadn't expected to hear that. "Kids?" Oh no. Was Pepper… pregnant? He didn't know if he was ready for a kid. They weren't even married! Oh no.

"Are you…?" he asked tentatively. He couldn't even finish.

"What?" Pepper said, shocked, "No! It's just, Tony, answer the question!"

He considered it. Did he? His dad hadn't exactly been… there. What if he messed up? He didn't want to be like Howard. But then again, there were things he had always wanted. He imagined helping a son with his homework. He thought of building a pillowfort with a little girl with Pepper's red hair and his brown eyes. Little league, first day of school, playing tooth fairy, and birthday parties. A kid to take over when he got too old. Someone to love… and to love him and Pepper back. That sounded good. A desire filled him that had never been there before.

He looked into Pepper's eyes. "Yes." he smiled earnestly, "Yeah, let's have a kid."

At that, tears filled Pepper's eyes. She got up and went to the couch, trying not to look at Tony. What had he done wrong? He had thought she would agree with him.

He sat next to her and put an arm around her shoulder. She was really crying now. "What's the matter, Pep?" He asked softly.

She sighed and turned to him, wiping the tears from her eyes, "I'm so sorry Tony! I didn't want to react that way I just- I can't, Tony!"

Now he was really confused. "Can't what?'

"Have kids." She almost whispered, "I can't have kids."

Suddenly the possibilities of the the life ahead of them came crashing around his feet. How annoying. He hadn't even cared about any of this a minute ago, but now he felt a terrible loss. No kids? How could that be?

"Tony, I had to tell you because, if you want kids, and you want them to be your own, then I won't stand in your way." She finished.

Tony understood. She was giving him an out. They weren't officially married yet, so there was a chance for him to leave now, and have kids with… someone else. No

He shook away his own disappointment and pulled Pepper into a close embrace. "You," Tony whispered, "Are the only one I need. Besides, who else would I ever want to be with?" Tony smiled, "I love you Pepper".

She cried harder, but it wasn't from sadness. She gave a shaky laugh. "I love you too Tony."

"It'll all be fine," He assured her, "Things will be fine."


	2. A Chance Encounter

 

* * *

Peter headed toward the library. He had to finish his homework if he was gonna have any hope of pulling up his grades. He had been busy with everything going on lately, so he had kinda fallen behind on his work. But can you blame him? He wasn't alone in falling behind, though. After the Lizard had torn apart half of the school, a lot of students, and even a few teachers, were having trouble getting back in the swing of things. (Pun intended)

This had been a rough two months. Spider bite, uncle Ben, then the lizard, then aunt May. Then came homelessness three weeks ago, and now he had bad grades on top of everything. It couldn't get much worse than that. Well…

Just as that thought went through Peter's mind, his spider sense went off, and he had barely enough time to duck out of the way before a fist punched the air where his head had just been.

"Wow, Flash," Peter said as he spun around to face his attacker, "Jumping a guy while his back is turned? That's low, even for you."

It was, indeed, Flash Thompson, a guy with more letterman's than brains, who was constantly harassing Peter. Didn't he have anything better to do?

Flash's lips curled into a sneer, "Big words for a little man, Parker. I wonder if I need to knock you down a few pegs?"

Peter made no attempt to stop him as Flash grabbed the front of his shirt and knocked him into the wall behind him. When had he come down this alley? He must have zoned out while he was walking, and taken one of his old shortcuts. Well, he would pay for that now.

He braced himself as Flash's fist reared back, then came forward into Peter's gut. He was Spiderman. It took a lot to really hurt him, but he pretended to be in pain, folding in on himself, and receiving another hit to the jaw. He could have taken Flash so easily, but his secret identity was at stake, so he took hit after hit from the bully.

"Wow, Flash, is this a new workout routine?" He asked in mock wonder, earning himself another blow to the ear.

"Get him Flash!" called out one of his friends, a member of the basketball team. Peter hadn't even noticed that he was surrounded by them. He didn't have time to linger on that though, as Flash's barrage of violence continued. He must have had a lot of built up anger, Peter vaguely considered, now starting to feel the sting of building bruises.

Flash dropped him to the ground, and started to kick him, his team-mates joining in. Why him? Why did these things always happen to Peter? He was like the Neville Longbottom of Midtown High.

He was Spiderman, but there were too many of them. He curled into a tight ball, feeling as his ribs bruised and cracked, and his eye and lips began to swell. The world was spinning, then turning black, disappearing with each painful blow. He was Spiderman, but he was in that moment Peter Parker, being beaten to a pulp for no reason at all.

Then, just as Peter was wondering whether they would ever stop, he heard a _clank_ and the sound of a voice with a strange, metallic edge, saying, "I think that's enough, boys."

Just like that, Peter's attackers were gone, and with the sound of retreating footsteps, he laid on the cold, grimy concrete. There was a nearby whir, but Peter was too hurt to care. But he couldn't stay there, because his stupid spider sense was still buzzing in the back of his skull.

He gave a low groan as he tried to raise himself from the ground, his hands pushing up his chest with much complaint. Some way or another, he managed to stand up, panting heavily from the effort. His head was swimming, and Peter had a hard time stringing his thoughts together. What had just happened? Leaning heavily against the wall, Peter opened his eyes to survey the alley, only to come face-to-face with the one, the only,

* * *

Tony Stark had a lot to think about. Luckily, he had the perfect release. After talking with Pepper for a while, until she had to go, he suited up and took to the skies. He didn't usually do this, typically only fighting world-ending threats. But it couldn't hurt to stop some petty crime if he saw it, right? Like Spiderman.

That guy was crazy, but not necessarily in a bad way. He seemed to care about people. Not that hat made being a vigilante okay. It was dangerous! But he was obviously strong, and any man has the right to his hobbies, so what did Tony care?

He did have to wonder what guy would spend his time getting beat up, though. Tony certainly made sure to get credit for getting the snot beat out of him. Sometimes, though, he did wish that he could take it back. That he could go around saving the day, with no one knowing that it was him. Like Spiderman.

Why was he thinking about this? Probably because it was easier than thinking about anything else. He sighed, then began to scan the city below. Why did today have to be the day when all criminals seemed to have taken a break? He needed something to do!

Then he saw it. It was hard to tell from far away, but it looked like a gang of guys taking on one. Well, that hardly seemed fair! Why not lend a hand?

He circled in closer. What had this guy done to them? They were getting him pretty good… Were they kids? As he swooped in to land, he saw them. They _were_ kids! He landed with a _clank_ and they turned to look at him, faces paling at the sight of him.

Tony had to suppress his anger as he said, "I think that's enough, boys."

That was all it took. They ran for the hills, and one of them pissed himself. Tony almost laughed, but then he saw who they had been beating up. He was so… small. He stepped out of his suit, intending to help him up. Who was he kidding? This guy had to be unconscious!

But he watched in shock as the kid painfully dragged himself up to lean against a wall, not even opening his puffy black eyes. He just stood there for a minute, panting, before his eyes opened slightly, then snapped open in shock.

Crap. Now, what? "Are you okay, kid?"

* * *

"Are you okay, kid?"

He had just been asked that by _Tony Stark_. Playboy, billionaire, philanthropist, Iron Man, Avenger, and Peter's idol. And he just saved him, _Spiderman,_ from some stupid bullies. He almost asked himself how this could get any worse, but stopped himself when he remembered what had happened the last time he'd asked that.

Instead, he stood away from the wall, despite the pain. He swayed slightly, but refused to show any more weakness in front of _Tony Stark_.

"You- You're Tony Stark!" Peter stated the obvious.

"Yeah, sure, but are you okay, kid?" Tony repeated in a rush. He must have looked bad. Well, he felt bad, but, c'mon! He wasn't gonna tell Stark that.

"I- I'm fine!" Peter lied, "Those guys were just messing around." At that moment, he felt a trickle of blood leak from his lip. Great timing, Pete. Just great.

"You don't _look_ fine." Tony frowned. "Yeah, I'm not leaving you here." He reached up to his ear and spoke into what Peter assumed to be a earpiece and said, "JARVIS, send a car to my coordinates." He looked back at Peter, "I'm taking you home."

Crap. "Um, no, you don't have to-"

"No point in arguing, kid…" Tony seemed to consider it for a moment before saying, "You got a name?"

"No, my parents never got around to that-" Peter said sarcastically before he could stop himself. He blushed and corrected himself, "Sorry, um, Peter. My name is Peter."

Tony cracked a smile, "Huh, looks like I found a jokester. Well, Peter, where do you live?" he asked as a sports car pulled up to the curb… with no driver. Okay, that was cool.

"Um…" he would just have to lie. "We just moved in, so I can't remember the address. But I can show you."

"Alright, hop in." Tony climbed into the driver's seat, placing a red-and-gold suitcase into the back. Peter hesitated. This was crazy! How had his day turned around so much in just a few minutes? But Tony looked at him expectantly, so he got into the passenger seat (Ow), and with that, they drove off.

* * *

There was something weird about this kid. Those guys had to have been total wusses to have hurt him so little. There were so many of them! But there he was, looking rough, but well enough to at least act like he was fine.

There were other things about him, though. His clothes looked dirty, and, well, so did the rest of him for that matter. There were holes in his shoes, and Tony thought he saw huge bags under his eyes, though those might just be the black eyes he had earned in that brawl. Still, he was worse for the wear.

He wondered if his parents knew. Surely they had noticed their son's sorry state. Speaking of…

"So, Peter, where're we headed?" Tony asked the boy, breaking the silence.

"Oh, um, just take a right up here." Peter said slowly. Poor kid. He must be in shock. Of course, Tony doubted he had ever met an Avenger before.

"This is it." before Tony even knew it, Peter was pointing out a building and the car was brought to a stop. "Well, thanks for the rescue, but I really have to be going, now."

Peter walked toward the building, and Tony considered just leaving it at that. But… he felt like he had to talk to his parents. They had to know that something was wrong.

"Wait up, kid!" Tony called, getting out of the car and jogging to where Peter had stilled and turned around. "Are your parents home?"

"Um, no, they're, um… at work." Peter lied. He ran a hand through his hair, something Tony did when he was nervous.

"Look, Peter. I just want to help." Tony started, "I can wait with you until they come home-"

Peter cut him off, "NO! I mean, no, that's fine, I'll tell them later. You must be busy." He wouldn't even look him in the eyes.

Tony sighed. He wouldn't force him to let him help. But he still had that weird feeling about this kid. "Fine," he said, defeated, "Just try not to get in any more fights, kid. I've heard it's bad for your health."

Tony turned to his car, then thought of something. "Hey, Peter?" he got out a piece of paper from his pocket, and wrote his number on it. "If you ever need-"

But when he turned back to where the kid had been, he was gone. Oh, well. Tony got into his car and drove off, his head in a million different places.

* * *

Peter had just had the _craziest_ morning. But he couldn't linger on that for too long. He had work to do. He decided to just do his homework on a nearby roof, seeing as he thought better up high, anyway. He did feel bad about blowing off Stark, but it's not like he could tell him he was homeless. Who knows what he would have done if he knew?

He worked for about two hours to get it all done, then changed into his alter ego. After all, he did have a responsibility. He couldn't let down his aunt and uncle, not any more. So that's how he ended up spending the rest of the day, and the following night, swinging through New York, fighting any crime he could find.

Peter sighed as he shot off a web from his wrist. This was his element. He had no time to think or be guilty about his family when he was fighting. But when he was looking around, just doing acrobatics in the air? That's all he could do.

He remembered his uncle's face, pale and lifeless, when he came home from showing off. He remembered his aunt's face, relaxed and peaceful. He remembered captain Stacy's lips, curling to ask Peter to make a promise, before coming to a stop, never to draw another breath. He had killed them all. It was his fault.

He was so distracted that he almost missed the sounds of sirens a few blocks away. Good. Now he could get busy.

He made his way over to the commotion, shaking his head clear of thoughts so he could focus. Getting close, it seemed to be a building fire. Peter couldn't help but groan. He _hated_ building fires. Burns are the worst! But he had a responsibility.

He jumped into action, clearing the highest floors first. On the first two floors, Spidey found a few people, and lowered them to the ground using his webs. It was going pretty well until the third floor, where he found a girl hiding under her bed. Her cries had been the only thing to even let him know she was there. She was too scared to come out, so he ended up having to lift up the whole bed to get her out, causing her to scream. Despite her fear, Spidey pulled her close to him, planning to lower her down with the others, but at that moment, his spider sense blared like an alarm in the back of his skull.

"Oh, fu-" Peter didn't even have time to finish as the floor gave out under him. Reacting with more instinct than skill, he managed to cling to the flaming ceiling, still holding the girl. His hands and feet burned with the heat, but his priority was to keep this child from getting hurt.

He crawled along the ceiling, his costume burning away, and made his way toward an open spot in the wall. The girl clutched at him as the ceiling trembled dangerously, and Peter did his best to comfort her. "It's alright, you'll be fine" he said softly, "What's your name?"

"S-S-Saria." she whimpered. Peter had to keep her distracted.

"Yeah? That's a good name." He said. Almost there…

"What's your's?" Saria asked. Spiderman paused, looking at this girl, figuring it couldn't hurt. "Peter."

She nodded through her tears, "That's a good name."

Finally, Peter made it to the open spot in the wall. "Okay, Saria, I'm gonna lower you down with my webs, so just hold on-" Peter was cut off by a low rumble and a sharp ache from his Spidey sense. The building was coming down!

"Alright, change of plans! Hold on tight!" And with that, Peter jumped into the open early-morning air. He only had one arm open, so he had one shot at stopping his fall.

" _Spider-sense, don't fail me now!_ " Peter thought as he shot his web. Luckily, it stuck to a nearby building, and he was able to swing to the ground.

"Saria!" A woman surged from the gathered crowd to take the girl into her arms, sobbing gratefully.

"There you go, Saria." Peter sighed, "Stay safe!" He turned to leap back into the air, but before he was out of earshot, he heard her call, "Don't worry, Spiderman! I won't tell!"

At that he grinned, and decided he could get some sleep. He had done his best for the night. Sadly, when he landed on the side of a sky-scraper, his fingers and feet screamed in protest. They had been burned raw, right through the spandex of his suit. Peter groaned.

He really did hate building fires.

* * *

Okay, it wasn't stalking. That would be creepy. Tony just wanted to check up on the kid after all. These were his thoughts as he entered the building Peter had taken him to yesterday. That morning had been one of his usual loud awakenings, with Cap crawling in the vents after Clint, who had taken his shield.

He couldn't get Peter out of his head, as much as he told himself it was fine. He had done enough. But despite these assurances, here he was, checking in.

He strolled into the lobby like he owned it, which is how he normally entered places. That was probably just a side effect of being Tony Stark.

He couldn't help but notice what a nice place this was. That kid had probably just been going for a tough "streets" look if he wore such ratty clothes when he lived _here._ He went up to the receptionist counter where a bored-looking woman sat watching Youtube videos.

"Excuse me," Tony said cooly, almost grinning when she looked up and saw him. Man, he _loved_ that look!

"T-Tony Stark!" she exclaimed, shocked. She shook her head and seemed to come to her senses and said, more calmly this time, "Um, how may I help you?"

"I'm looking for a Peter… huh." He faltered. He had never gotten the kid's last name. "Do you know the Peter who lives here?"

She cocked an eyebrow and said slowly, "Well, I don't know everyone who lives here, but I don't think I've heard of any Peter." No, that wasn't right.

'Well, can you search your computer or something?" Tony said, putting on an air of indifference. He had his suspicions of what had happened, but he would let the receptionist confirm it.

"Oh, sorry, there is a Peter here!" she said excitedly, "Peter Garner is at work right now, but I think his wife is in, so-"

"Nevermind." Tony sighed, "Wrong Peter. Thanks for trying, though."

And with that Tony left. That little shit! Why would he lie about where he lived? That was just rude. Of course, now Tony had to wonder why he lied in the first place. Did his parents not know about the kids beating Peter up? Or did he even have parents? Tony considered the possibility. Did the kid even _have_ a home? It would explain the clothes.

Tony sighed. Did it really matter? With all of the people in New York, it was pretty unlikely to find him again. Of course, he did have ways of finding people. It's not like he would have the entire police force hunting this kid down or anything. But then again, if he turned up, he wouldn't mind having someone tell him…

"JARVIS, put into effect protocol "Finding Nemo"". Tony commanded into his earpiece.

"Of course, Sir." JARVIS compiled, "You may now put in the search parameters"

Tony rattled of Peter's description, making sure to include that he was 'short', 'sarcastic', and 'elusive' along with the regular physical features.

He expected to find him in no time. After all, he did have the best tech in the world. _He_ designed it! When he did find him, he would have a lot to answer for.

* * *

_It was too early to tell. Spiderman couldn't be the one! There were too many things that didn't line up. He was too sacrificial, too willing to die. If he really was the one, and they were going to make this work, they were going to have to find a way to fix that._

_But all things considered, it could have been worse._

_A man sitting in shadows (Even he admitted it was cliche, but it couldn't be helped.) sighed and pushed away a copy of the Daily Bugle, with a picture of Spiderman featured right on the front. Their plans were too important to fail. This was their last shot._

_Spiderman was a hero. His whole business was saving people. He might just be able to save their plans too._

_Despite himself, the man gave a small chuckle as his lips curled into a crooked grin. He got up and moved to a wall covered in monitors, busy tracking, hacking, and surveying SHIELD. He would have his spider soon enough._

* * *

 


	3. Never Again

 

* * *

' _This is so dumb.'_ Peter thought as he tried to stitch up the burned away holes in his costume. The active word here is _tried_. He had never been good at sewing, but the cold night making his hands shake was making him just that much worse. After he pricked himself for what seemed like the twentieth time, Peter sighed and threw the costume to the side.

Who was he kidding? The suit was in tatters. He had no real chance to fix it since he was so broke. He supposed he could spend his last twenty bucks on fabric, but he was already low on webbing, and his stomach was growling. So it came down to this, huh? Responsibility or food?

Peter closed his eyes as his stomach answered for him. "I'm sorry Ben and May. I really am." He whispered, stuffing his suit into his bag and heading for the ledge of the building. He figured he would have to stop by a convenience store, then with any money left over buy more ingredients for webbing. He would just go without the costume for a while. Of course, that would make it impossible to sell pictures, but… * _growl_ * "Fine, fine." Peter muttered to his stomach.

He threw his bag over shoulder and pulled up his hood, so that no one could see the face of the guy who was about to climb down the side of the building he was on. When he started down, he hissed in pain. Thanks to his powers, he had accelerated healing, but his fingers and toes were still kinda raw. He ignored it, and the few people who had spotted him, who were now pointing and trying to take videos. But he knew he was still too high to be in focus, so it was fine.

He lept off of a window and shot a web, getting safely away from any cameras. He didn't know why he was still bothering with his secret identity. He had been keeping up mostly for May and Gwen, but now… Well, the cops would be after him, anyway. Not to mention, he didn't need any extra attention at school. This was fine.

He saw a convenience store, but quickly passed it. No, not that one. Never again. That was where he had had a chance to save Ben. No, he just had to go a little further. He found a pretty empty area, so he landed on the side of a warehouse and came down, pulling down the hood of his jacket. Once he was on the ground, he shoved on his ratty red converse and walked down the street, as though nothing had happened. As almost an afterthought, he took off his web shooters and tucked them away behind a dumpster. There was no point taking risks.

It took a while, but he finally found an old-looking gas station with its lights still on. A flashing sign in the window said _**OPEN 24 HOURS**_. Perfect. Peter walked in, fingering his last twenty bucks. Whatever he bought would have to tide him over for some time.

He grabbed a few bags of chips and some beef jerky, then made his way over to the counter. There were only two other people in the whole store other than Peter. One was the tired- looking cashier, and the other was a tall man with sunglasses and a baseball cap. The latter got into line behind Peter, one hand wrapped around a beer, the other deep in his pocket.

There was something about that guy. Peter couldn't be sure, but he seemed...wrong. As if to confirm his fears, his spider sense suddenly went off the hook! He had been here before. He would bet his life on the guy having a gun, and this whole situation was too familiar for Peter's liking.

He heard the click of the gun as the man pulled it out and aimed it at the cashier.

Peter's heart fell. Time slowed. blood rushed in his ears. It was happening again, just like before, and he was-... no. No. He couldn't let this happen again. Not this time. Not today.

With his stuff on the counter, he spun around and clocked the guy right in the nose. Never again.

Before he knew it, he was on top of him on the floor, throwing one punch after another to the steady rhythm of his silent chant. _Never again, Never again._

The man's eyes slipped closed, and Peter's knuckles started to bleed, but he couldn't stop. This was for Uncle Ben. This was for hurting his Aunt May. This was for taking away everything Peter had loved. He couldn't let someone else's love ones die from this stupid pattern.

There were sirens, but Peter didn't stop. _Never again. Never again. Never ag-_

His rhythm was interrupted by the cops pulling him off of the potential threat. That was when all of the fight left Peter. He was done. Even if he could make it to where it would never happen again, he couldn't change what had already happened. His family was dead because of him.

He hardly paid attention when the cold cuffs closed around his wrists, (thank God his web shooters weren't there) and he was shoved into the back of a squad car. He didn't even care. Anything he ever cared about was gone, and he would never see them again. Never again.

* * *

Tony was so close. Just a few more tweaks, and his new armor would finally be done. Of course, he had been working for nearly 24 hours, but that wasn't anything too strange. He sometimes went days without sleep in favor of finishing a project. But Tony only had a few things left to do, so he couldn't stop now.

"Sir," JARVIS's voice surrounded the genius and Tony stopped whatever he was going to say.

"I know, I know, I'll sleep when I'm done." he interrupted. JARVIS was such a mom.

"It's not that, sir." JARVIS continued, "There has been a hit on protocol 'Finding Nemo'".

Now Tony was interested. He supposed he could take a break. "What did you find, J?"

A holographic screen appeared at the far side of the room, and as Tony walked over to it, he recognized the face of the kid from the other day.

"Suspect name is Peter Parker, 15, senior at Midtown High School." JARVIS explained.

"Great!" Tony clapped his hands, happy that his tech had worked, "Where did you find him?"

The AI seemed to pause, before saying, "NYPD fifth precinct, 19 Elizabeth Street."

"What?" Tony asked, shocked. What had the kid done to wind up in _jail_?

"Mr. Parker was involved in an attempted robbery." JARVIS began. "When a man by the name of Farley Stone pulled out a gun in a gas station convenience store at 1 am, Mr. Parker, well, beat him into unconsciousness." A video, probably from a security camera, joined the display, and it was _brutal_. By the time the police got there, there was blood all over Stone's face.

"JARVIS, go back to the beginning." Tony commanded, soon coming up with the start of the video. It happened so fast. No sooner had the man gotten the gun out of his pocket when Peter was spinning around to stop him. How had he even known? Better yet, what was he doing at a gas station at one in the morning? Tony grabbed a rag and began to wipe off the grease from his hands.

"JARVIS, start a car, I'm going out." Tony said. He needed answers. And he was going to get them.

* * *

Crap. _Crap_. This was so, so bad! Peter was in police custody. He hadn't even realized how deep he was into this until he was in this interrogation room. _Now_ he had done it! What had gotten into him?

He knew exactly what had gotten into him, but he didn't want to think about that now. That fact was, he had just beat the crap out of a random guy, and now he was in trouble. Funnily enough, he did that pretty often; but that's not the point!

He had a few options. He could break out and hope they wouldn't care too much. But they would definitely find him the next time he went to school, and he really didn't want to drop out. But if he stayed there, he could be locked up. And if he wasn't, then he would get put into the foster system, which he had been able to avoid for this long. He laid down his head and groaned. This was so bad!

At that moment, the door opened. Peter had no idea who he as expecting, but he wasn't expecting this. A man with dark sunglasses and a cane came slowly into the room. Was he blind? He sat down across from Peter, and a short, slightly rotund man followed.

The one who was blind spoke first, "Hello, Peter. I'm Matt Murdock, and this is my partner, Foggy Nelson, and we're here to represent you."

* * *

Tony really wasn't in the mood for this. "What do you mean, _lawyers_?"

The officer who had agreed to help him nodded. "Yeah, they're a real pain in the ass aren't they? Anyway, they insisted on taking his case, so-"

"What case?" Tony interjected. Okay, so Stone was in the hospital. But he was the one who had pulled a gun in the first place! Peter shouldn't even be here. He had just kinda… over-reacted. He was just a kid!

"I'm sorry, but he did cave in Stone's face. I know he was probably just scared, but rules are rules." the officer apologized.

"Not if I can help it." Tony's mind was made up. First thing that would happen was kicking out those leeches so that he could talk to Peter. The cop, Brett Mahoney, led him down a few floors to an interrogation room. He walked in saying, "Okay, boys, take a walk."

The two lawyers looked up at them. Or, that is, one of them did. The other one stared in their general direction, seeing as he couldn't see.

The one who could see, a long-haired blond, asked, "Why should we? He's our client!"

"Too bad, man." Tony responded cooly, causing the man's eyes to widen. Had he ever mentioned how much he loved that look? Peter was staring at him, shocked. He suddenly felt awkward. Why was he even here?

The other lawyer, the blind one, turned to his partner and muttered, "C'mon, Foggy. I need to talk to you about something." He stood and shook Peter's hand. "Call us if you have any more need of our services."

Then they left, just like that. Tony had plenty of experience with lawyers, and that had been way too easy. Oh, well. He wasn't one to look a gift horse in the mouth.

"That'll be all, Mahoney, thanks." Tony dismissed the officer, who left. Time to get some answers.

Tony sighed and slumped into one of the now-empty chairs. "Okay, cut the crap. I'm done with you lying to me, kid. I just wanna help."

Peter bit his lip and stared at the table. Then he closed his eyes and said softly, "Okay." He looked Tony right in the eyes. "Why do you even care, though? How did you even know I was here?"

He had a point. "I… I guess I don't know myself, kid. I don't mean how I knew you were here, I do know that. There's just something about you I can't shake." he said honestly. "Okay, now it's your turn, Peter."

"Fine."

* * *

"It was the weirdest thing, Foggy!" Matt said once they were outside the station.

"C'mon, Matt! You can't be serious." Foggy rolled his eyes.

"I am! Everything about this kid is weird. His whole body was totally wrong for his size. Not to mention, he smelled like fire, and he had all sorts of crazy wounds."

"Okay, man, that's just weird! I still feel like it's an invasion of privacy to be checking people out with your… sonar… sensing...devil… power-thing." Foggy shook his head. "Besides, he's homeless. I think that can account for like, half of the things you just mentioned."

"And the other half?"

"Whatever, Matt. I don't think it really matters. You know what does, though?"

"What?"

"Paying the bills!" Foggy exclaimed. "We gotta get some real clients, man!"

"Alright, alright." Matt decided to drop it. "But you have to admit that he was off."

"Whatever, Matt."

* * *

What else could he do? Peter had to tell Stark the truth. Well, some of it. He wasn't just going to tell him about Spiderman. As much as he appreciated him coming, he couldn't do that.

"So, first thing. Where are your parents?"

This was hard. "My parents died in a plane crash when I was seven." Tony raised an eyebrow. "My aunt and uncle took me in, but my uncle Ben… he was killed in our apartment two months ago. Then my aunt May had a heart attack three weeks later. So, um, that's why I lied."

He didn't look at Tony. He didn't want to see that stupid pity in his eyes.

"Where do you live now?"

"First of all, I'm pretty sure it's wrong to tell people you just met where you live." Peter joked, earning a small laugh, "But since you're just so saintly… not really anywhere."

"So you're homeless?" Tony sounded unsurprised.

"Yeah, I guess so. But it's not so bad. You get a really good view of the stars." Then he added, "Actually, you can't really see them through the smog and the lights, but you get a good view of smog."

"Well, I guess that explains a lot. But I still don't get why you beat that guy up. Especially since I saw you get your own ass handed to _you_." Tony admitted.

This was it. Should he lie and tell him he just overreacted, or tell him the truth. He had never told anyone. But he raised his eyes to Stark and didn't see pity... He saw concern. And he did kinda owe him…

"On the night my uncle died…" Peter started hesitantly, "I was out late. We had just gotten into an argument, so I didn't want to go home. I went to a convenience store just to kill time, really, and the cashier was a total prick. So when I saw the guy who had been behind me in line grab the cash out of the register when he turned around… I didn't do anything. All I had to do was trip him or something, but I figured it wasn't my problem, so I just let him go. Later that night he… he robbed my house and Ben tried to stop him and... " He couldn't finish. His throat felt sore, and it took everything he had left in him to not cry in front of Tony.

"Anyway," He continued after a short silence, "When I realized what the guy was gonna do, I just… it was too familiar." Peter's head hung, and he stared once more at the table.

"I couldn't let it happen again" He finished darkly, and a heavy weight pressed in on the room.

Tony, to Peter's surprise, got up and went around the table to lay an uncertain hand on Peter's hunched shoulder.

"Well, I guess that explains pretty much everything." Tony sighed, breaking the suffocating silence. "C'mon, kid, let's get out of here."

Peter looked up at him in surprise. "What?"

Tony rolled his eyes. "Do you wanna stay here?" Peter shook his head. "That's what I thought."

Not long after, they were walking out of the precinct, Peter bailed out, and Tony rattling on about, for some reason, shawarma. This was so weird.

* * *

What now? He had found Peter, and gotten answers, but what as he supposed to do with him? It felt kinda rude to just leave him to social services. Peter hadn't told him why he wasn't in foster care, but Tony had to assume there was a reason. Tony was tired, hungry, and done with looking at Peter's shabby (And for some reason burnt) appearance. He would just have to come back to the tower with him.

In the car, Peter had a hard time sitting still. He kept fidgeting and moving.

"What's wrong, kid? Bugs in your shirt?" Tony asked.

"Oh, um, I just- I didn't want to get dirt on your seat." He muttered, embarrassed.

Tony was surprised. Here was a kid who was just in _jail_ who was worried about Tony's seat of all things! He needed to stop being so selfless, or he and Cap would have to fight it out.

"Don't worry about it, Peter" Tony said with a carefree air. "I barely even use this car, anyway."

"So, um, Mr. Stark?" Peter asked.

"Don't call me Mr. Stark, kid. It's Tony." He countered.

"Alright, then. Um, where are we going? You can just drop me off wherever, it really doesn't-"

"Oh, no!" Tony cut him off. "I'm not just ' _dropping you off wherever!_ ' It may come as a shock to you, kid, but I'm not really a fan of leaving a minor off on the street." He continued, "I don't know what I'm gonna do with you, but for now, we're going to Stark Tower. Or Avengers Tower. I'm thinking of renaming it, what do you think?"

Peter's eyes went wide. "Really, Mr. St- Tony, you've already done enough! I don't want to-"

"Don't be ridiculous, Peter. There's no point in arguing, anyway, since it's not like you have anywhere else to be. Now stop freaking out, will you?"

Peter seemed to relax a bit, but he looked a little shocked. Well, what else can you expect? Then he shook his head.

"I'm sorry, I know you mean well, but I can't take your charity." Peter said.

This kid was crazy. "Well, at least stay the night. It's supposed to get cold tonight, and I'd be pissed if I found out you died of hypothermia or something."

Peter seemed to consider this. "Well, I guess one night couldn't-"

"Perfect!" Tony grinned. Just one night and his conscience would be clear. Then he would never have to worry about this again. A small doubt in the back of his mind tried to argue against this, but Tony waved it away. Nope, never again.

* * *

_Where the hell was he?! He always went out, every night. It was almost like an animalistic drive for him. The man groaned and rubbed his temples. He was probably overreacting. After all, he probably just took a night off. Still…_

_He needed to know who he was. He couldn't afford to lose him, not now. The more he watched him, the higher his hopes grew for his success. They just had to be sure._

_He knew what was at stake. He couldn't fail, not again. They had already failed too many times. Time was running out. So where was he? If he didn't resurface by the third night, they would have to take extra measures. They couldn't fail. And they wouldn't._

_Not this time. Never again._

* * *

 

**Notes for the Chapter:**

> Yes, he's fifteen. He's my smol bean, okay? And he's a senior, because he's smart. He skipped grades somewhere. I hope that suffices for an explanation.


	4. First Impressions

Peter had no idea how his day had turned around so fast. That morning he'd been in handcuffs, and now he was in the lobby of Stark Tower. What?

Looking around, he felt so out of place. The room was shaped in a sort of a half-circle way, the curve made up of floor to ceiling windows. All of the furniture was, of course, very modern. The part that stuck out to Peter the most was the way everything shone. The whole place was spotless. He became even more aware of the dirt that clung to every part of him, and wished he could levitate, as not to get the floors dirty.

Tony led the way across the lobby, giving a running commentary on everything they saw. "That's Janae, my useless front secretary. You can tell from here that she's playing Galaga. See that wall? Bruce broke it. Like, there's no other way to say it, he just broke my wall. Of course, it's not like he could pay for it, so you know who really lost there-" On and on he went. Peter began to wonder if he would ever stop talking.

They entered an elevator and Tony punched the button for floor seventy-six. Peter couldn't believe how many floors there were on the panel. The highest was floor 100. Woah.

"That's a lot of floors." Peter said dumbly.

Stark grinned. "Cool, right? I stay on one of the top floors, but I decided to leave the very highest one for Thor. I figure if he shows up, he'll be using that weird hammer of his to fly in."

Peter blinked slowly. "Thor visits here? Like, he has a floor and everything?"

"Well, yeah." Tony explained, "It would be kinda rude to have a place for the rest of the team and not one for Thor, even if he's usually not on Earth."

"You mean the rest of the Avengers are he-" Peter was cut off by the elevator doors sliding open with a *ding*, and his jaw practically hit the floor. They were. They were _here._ Peter looked around the room, hardly believing what he was seeing.

It seemed to be a large living room, with the same floor to ceiling windows as the rest of the tower, and a huge entertainment center. The T.V. was as tall as Peter, and there were all sorts of speakers, DVD players, and gaming consoles hooked up. Past the couches, there was a bar and kitchen area. This was awesome! But even more awesome were the people sitting around the room. A large man with blond hair and bulging muscles sat on the couch, trying to play Mario Kart, but failing epiclly. Peter recognized him from the footage of the Battle of New York. He was in the same room as _Captain America_!

Beside of him was the infamous archer, Hawkeye. He, unsurprisingly, was kicking the captain's ass in the game, managing to hit him with a banana peel. A woman with red hair and stony features, the assassin, Black Widow, was sitting on the counter of the bar. It was so strange to see her in a tank-top, sweatpants, and fuzzy socks, playing on her phone. I mean, she _killed_ people!

Who knew the Avengers, Earth's mightiest heroes, could be so… casual?

"What the hell, Steve?!" Hawkeye cried, having just been hit with a blue shell, sent from the super soldier himself. "You're in last place! The only person that benefitted from that is Bowser!"

"Well, if you hadn't picked this stupid course, I would be farther ahead! Who the hell builds a course in _space_ anyway?" Steve shot back, falling from rainbow road for the thirteenth time. "Hurry up and put me down, you stupid turtle!"

"Hey, guys!" Tony called, bringing Peter's thoughts back to himself, who was standing awkwardly back in the doorway. He really, really wished he could disappear, as the eyes of the Avengers turned to him.

"Hey, Tony, tell Steve that the rainbow r- who's that?" Hawkeye said.

Why did he have to get spider powers? Why couldn't he have anything useful, like invisibility? "This is Peter." Tony explained, clapping a hand on his shoulder, "I figured he'd wanna meet you guys." Well, he wasn't wrong. As uncomfortable as he was, Peter was also having a fanboy meltdown. He gave a small wave, and an awkward smile.

Captain America got up, not bothering to pause the game (Or maybe he didn't know how?) and walked over, his hand extended to shake Peter's. He had a strong grip, (duh) and, of course, Peter had no idea what to say. When he was in costume, witty comebacks came to him so easily. Why couldn't he say something now?

"I'm a huge fan." Peter wanted to facepalm. Good one, now you made it uncomfortable. But Steve just smiled, and responded, "Good to hear, son. You get that, Tony?"

Tony rolled his eyes, "Whatever, flag man."

* * *

Good one, kid. What a traitor.

Tony and Steve had been having a small argument over who had the most fans. Steve rarely ever listened to Tony's cocky rants, but he once overheard him say he was the most popular Avenger. Heaven only knows why that bothered him, but ever since they had been keeping a tally of every time they met a fan. The real problem was that Steve had had a fanbase for around seventy years. How was Tony supposed to keep up with that head start?!

Peter stood there awkwardly, looking like he didn't know what to do with himself. He switched from staring at the team in wonder to staring at the floor intermittently, and he was slowly turning red from all of the attention.

"So,Tony, why is Peter here for real?" Natasha asked, looking at her nails. Well, if the kid was already embarrassed, he wasn't gonna make it worse. Though that could be fun… No, not today.

"Pete here is my new personal assistant, so I figured he'd need to get to know the place." Peter's eyes went wide, but he didn't say anything. "He's got lots to do, so I expect him to stay late tonight to get some work done."

They all nodded. Though the spies looked a little unsure of his explanation, but if they saw through his lies, they didn't say anything.

"C'mon, Peter, we should get started!"

They stepped back into the elevator, though Tony had to tug on the kid's sleeve a bit before he snapped out of it enough to realise what he was doing. He gave another small wave, then followed Tony. Once the doors closed again, Peter turned to look at Tony, a confused look on his face. Tony tried to ignore him, but after a few seconds he sighed, and broke the silence.

"There was no reason to tell Cap everything. Why did you have to tell him that you were a fan, anyway?" he shot him an annoyed glare, then continued, "And you're not my assistant by the way."

Peter shifted his feet slightly and said, "Good, I thought I'd missed something, there. And, um… Thanks." He was looking away, but Tony could tell he meant it. He knew exactly what Tony had meant to do.

"Where are we going now?" He asked. Hmm. That was a good question. Then it hit him. There was still one Avenger he hadn't met.

"To the lab!" Tony practically shouted, causing Peter to get that surprised look again. This time, he didn't even bother to press a button. He knew JARVIS had heard him.

When they reached the right floor, Peter gave an audible gasp as the door opened. "This." Tony proclaimed, "Is my laboratory!"

* * *

For the second time that day, Peter's jaw dropped. This. Was. Unreal. The space was bigger than his whole apartment building. Or his old apartment building. It was the first floor in the tower that Peter had seen with no windows, but there was plenty enough to look at. There was every type of equipment imaginable, and even more projects scattered about haphazardly.

He was a little bit of a nerd (Okay, a huge nerd), so this was like Disney World for him. Without even looking at Tony, he wandered to the nearest table and started looking at all of the wondrous appliances. He saw parts of Iron Man armor, various robots, circuit boards, a huge machine whirring in the corner, several cars, and more than Peter could even take in all at once.

"What's with the look, kid? You into science?" Tony asked, breaking Peter out of his dreamy gaze.

"Well, kinda." Peter said, running his hand through his hair. Tony broke out in a grin. "Hey, Bruce, I found a science-lover!" He waved at some unseen person.

Peter turned to where Tony had just waved, to see there were also some test tubes smoking on a table near a back wall, where there stood hunched a man in a lab coat.

He looked up at the two and gave a timid smile, before straightening up and walking over. He stuck out his hand to shake Peter's, saying, "Hey, my name's Bruce Banner."

"Peter." he responded, giving a small smile in return. Then it hit him. "Wait, _the_ Bruce Banner?"

Bruce looked at the floor, suddenly embarrassed. "Well, I can't think of any other Bruce Banner, so, yeah…" Peter didn't know it, but he thought he was referring to the Hulk.

"I'm sorry" Peter apologized, "It's just that, well, your papers on gamma-science and radiation are _amazing_! I love your work, I even did a project on some of your theories for the science fair at school! I especially love the super soldier parallels that you-" Peter stopped, realizing what a huge dork he was being. Not to mention creepily excited. "I mean, um, sorry." He muttered, blushing.

"You've… read my papers? Aren't you a little, I don't know, young?" Bruce was so confused.

"I don't- I, mean, yeah?" Wow, what an interesting floor.

Despite the fact that Peter had just been totally weird, Bruce beamed at him and broke out laughing. "That's amazing! Usually people just know me for… anyway, how old are you?"

Peter looked up, still blushing and said, "Fifteen…"

Bruce shook his head, still smiling, "You're great, kid, you know that?"

"Oh, come on!" Tony cried in mock anger, "Now you're giving him points, too? You filthy turncoat!" Peter didn't really understand what that was about, but Bruce went into another round of laughter.

When he finally stopped and caught his breath, Bruce wiped his eyes and said to Peter, "So, what're you here for anyway, kid?"

"Good question." Peter replied, looking to Tony to answer.

"Okay, let me make this simple, because I really don't feel like you guys finding out later." Tony stated, crossing his arms, "Peter is homeless and I just bailed him out of jail for beating a robber's brains out, and Bruce turns into the Hulk when he's angry."

Silence fell. Bruce seemed to be both in shock from what he'd just heard about Peter, and the fact that Tony had just told Peter about his alter ego. Peter was in shock because, well, _this guy_? He didn't know whether to laugh or punch Tony in the face, so he just stood there, looking back and forth at Tony and Bruce.

Bruce was the first one to break the silence by saying with a groan, "To-ny! I wanted a good first impression!"

"Calm down, Brucie, Peter here is cool with it!" Tony assured, "Right, Pete?"

Peter shook his head, "No, I'm on his side. So much for not embarrassing me in front of any Avengers!" He looked at Bruce once more before saying, kinda quietly, "The Hulk is cool too, by the way."

Bruce looked dumbstruck, and Tony let out a cry of pain. "How could you turn on me like this!? Next time, I'm leaving your sorry ass in jail!" He then, in perfect drama queen form, threw himself across a work table, scattering priceless tools and equipment onto the floor. "JARVIS, play some Taylor Swift." he commanded, and _Trouble_ began to play from unseen speakers.

"Is this," Peter asked Bruce over the music, "Normal for him?"

"Oh, yeah, he does that all the time. Coffee?" Which is how Peter ended up drinking coffee and working on complex formulas with the Hulk to Taylor Swift. Yeah, this was such a weird day.

* * *

Yeah, this was such a weird kid. After Tony got off of the table twenty minutes later, he found him talking with Bruce about chemical equations, of all things! He not only understood everything the scientist said, but also had his own ideas to contribute. He was a genius. Tony couldn't help but like him more because of it.

"So," Tony interjected their 'fascinating' conversation about proton configurement "Are you any good with tech?" Fundamental science was all well and good, but would the kid be any good at the fun stuff?

Luckily, Peter seemed to light up at that. "I know a thing or two…"

A thing or two? No. he was a natural. He showed Tony some of his ideas to improve the design of his thrusters, to get even better speed while using less energy.

The three of them spent a few hours talking about complex theories and mechanics. Tony hadn't seen Bruce this excited since… Well, it had been a while. But here he was, smiling like life was perfect, and for once, there was nothing to worry about. Yeah, this kid was something special, alright. Of course, now that they had talking for a while, Tony could see why he got beat up. He was such a nerd!

He reminded him a little of himself at that age. Picking fights. Loving science. Having dead parents. It all sounded too familiar. But the really big difference, he was starting to see, was that Peter was a genuinely a good kid. Sure, he got into trouble, but he had good intentions, and if that was there, he was certainly not Tony at that age. He was better.

Soon, though, Tony saw that Peter was swaying on his feet, and caught him trying to stifle a yawn.

"Hey, Pete?" He asked, "when was the last time you slept?"

At this, Peter looked uncomfortable, and ran a hand through his hair. Tony couldn't help but think that that was what _he_ did when he was uncomfortable. "Um, not too long ago."

Bruce pierced him with a concerned look, "Exactly how long ago is that?"

"Um, I think it was… Saturday, night? Or Friday?" What the hell was wrong with him?

"Why?" Bruce asked gently, noticing the way Peter had tensed up. Peter just shrugged, returning his gaze to the floor.

"That's it." Tony declared, grabbing peter by the sleeve and leading him toward the elevator, "You need to sleep. You're staying in the guest room, let's go." Peter didn't really fight back, but did manage to give a tired wave to Bruce on the way out. As the doors closed, Bruce waved back.

"I don't get you, kid." Tony breathed, shaking his head. "One second you're chatting it up with Bruce about quantum Physics, the next I'm hearing that you were in a fight and that you haven't slept in three days! Like, that means that you haven't slept since I met you! How are you even breathing right now?" He was such a stupid genius.

Peter didn't respond, he just hung his head and stared at the floor as Tony scolded him. Great. Now the kid was acting his age, and being such a- a.. Teenager. How annoying.

Tony sighed, "Look, Peter, I'm not mad, you're a good kid. But I have to know you aren't getting hurt by not taking care of yourself!"

Peter looked at him and nodded his head. "I'm sorry, Tony. I just… lost track of time. I'm sorry that you have to deal with me, I didn't mean-"

"Deal with you?" Tony raised a brow. When was the last time this kid had someone care about his well-being? "Kid, this has been the most fun I've had since I switched Clint's arrows with _Nerf_ arrow tips! I mean, a jail-break, then finding someone other than Bruce who knows anything about science? You've done, great, Peter." Tony reassured him, clapping him on the back.

"In fact…" Tony considered something. "Why don't you really become my assistant? You've got the know-how. And I can tell that Bruce really likes you. It'd break his little green heart to see you go."

'Well-" Peter ran his hand through his hair again. Why wasn't he jumping at the offer? Tony knew he would like it. "Sure, I mean, if you really want me to." His voice sounded so hopeful.

"Sure I do!" Tony said, grinning, "I'll get you hired officially in the morning!"

"I just have one question." Peter added, his eye so full of sadness, it was practically comical.

"What is it?" Tony asked.

"Did you start the elevator?" Peter broke into a grin when he saw Tony's face fall. The little shit.

* * *

Peter laid in bed a few minutes later. Bed. How long had it been since he'd had a bed? Or a shower? When he had entered the suite, he had been prepared for the extravagance, but it was still a lot to take in. The room connecting to this one was a lot like the one where the Avengers had been hanging out. There had been an entertainment center, kitchen, and the same windows as the rest of the tower.

The room he was in now was huge, modern, and luxurious. The bed was king-sized, and the softest he had ever been in. How was this day even real?

He thought back to how much had changed in the past few hours. That morning he had been in jail. Now he was going to bed in Stark Tower. And he had met the Avengers. Wow. If he wasn't so tired, he would think this was a dream.

But this wouldn't last. He would leave in the morning and never come back. If he let himself like this place, or become Tony's assistant, or let anyone get close to him, they would die. They always died, as soon as Peter let his guard down.

But for now, he could sleep.

* * *

"Cut the crap, Tony." Clint said. Well, this figured.

That night was poker night. Despite his golden-boy demeanor, Steve was winning almost every round, and everyone was getting a little annoyed. Except Bruce. That man was like a steel trap for emotion.

"If you think I'm bluffing, Clint, why don't you raise?" Tony retorted.

Clint shook his head, "I'm not talking about the game, Tony. Still, I do raise." He pushed a few green chips to the center pot.

"Then what are you talking about?" Tony raised as well, pushing in not only green chips, but a few red.

"You know full well what he's talking about, Stark." Natasha chimed in. She may have been a spy, but she had the worst luck. She was currently doing worse than any of the others.

"Peter." Clint confirmed. "That kid was too unkempt to be here for his first day of work. If he had been here to make a good impression, he would have at least showered."

"All in." Tony declared, shoving all of his chips to the center. Damn these spies.

"Same." Clint didn't even hesitate to follow suit.

"Alright." Natasha did the same and Steve and Bruce reluctantly did too. After all, nobody wanted Tony mocking them and calling them a wimp.

"Listen, he's a great kid, guys." Bruce spoke up, "He's one of the smartest people I've ever met. Does it really matter how he got here?"

"I think it does." Steve said, suddenly serious, "I want to know why Tony even cared enough to bring a homeless kid here."

They all turned to look at him, surprised. "How did you-?"

"I may be old, but I grew up in Brooklyn. I know homeless kids when I see them." Steve shrugged.

"Fine! Fine, I just didn't wanna embarrass him any worse by telling you guys right in front of him." Tony sighed. "I couldn't just drop him off on some street corner after I had gotten him out of jail, so-"

"Jail?" Clint choked on his beer. "He's, like, twelve!"

"He was stopping some robbery, and he kinda… over-reacted." Bruce explained. Peter had told him a bit about it after finding out Bruce was the Hulk.

"Cool." Clint grinned. So wasn't just some nerd, then? This could be fun.

"Don't even think about it, bird-brain." Nat warned. She knew him too well.

Clint crossed his arms. "Fine. Can we just show our cards now?"

They all laid out their cards, then their jaws went slack. Steve was bluffing. His streak was over! Looking at the others, Tony saw that he had the best cards, with two pair. Bruce and Clint both had one pair, though Bruce's was higher. "Well, I think that means I win!" Tony jumped across the table and started to scoop up his winnings, before Natasha said, "I don't think so."

Tony looked at her cards and was shocked. A straight. Natasha had won!

She gave a sly smile and got up, leaving the others dumbstruck. How had she managed to do that?

"Well, I'm turning in for the night." Bruce declared, getting up.

"Same." Clint said grumpily.

"I think I should too." Tony sighed.

But the captain? He was just staring at the pile of poker chips and cards, like he didn't quite believe it. "You good?" Tony asked.

"Is he really going to be your assistant?" He asked, still looking perplexed at the table.

"Yeah, he's pretty good at science, so-" Tony replied.

"Good." Steve got up, in true old-man form, "That'll be good for him."

Then he left Tony there with his thoughts. He was right. This was gonna be good.


	5. Throwing Down the Gauntlet

_It was such a beautiful day. The sun was shining, the trees were in full bloom, and the whole city seemed to be at peace. As Peter swung from building to building, he felt like nothing could go wrong._

_He saw some commotion belew, so he landed on the side of a nearby building and crawled down. Was it a mugging? A robbery? A street performer? Only one way to find out._

_What he saw when he got there caught him completely off-guard. There was a man with a strange, mechanical set of wings crashing in and out of the windows of the Daily Bugle. The Vulture. As much as Peter disliked old jolly J., he couldn't let the Vulture continue to destroy his building. He leapt into action, landed on the bird-brain's back and started to tear apart the tech on his lower-neck._

_Try as the vulture might, he couldn't shake the vigilante through a series of complicated loops and swirls through the air. Thank goodness for sticky fingers!_

" _What, did you forget my name?" Peter jeered, "It's Spiderman, by the way. As in, I stick to stuff?" All he got in response was an annoyed screech from the man. "You have such a way with words, sir." Peter wished he could see his face, but his stupid gas-mask thing was covering his undoubtedly hilarious expression._

_Finally, after a few minutes of struggling and witty banter, Peter managed to damage the guy's machine enough to shut it down, and he brought them to the ground with a circling dive. When they hit the ground, Peter pinned the Vulture down with a few quick spurts of web. Time to find out who this joker was._

_He grabbed the mask and tore it away from the man's face, only to find the last person he ever expected to be beneath it._

_No. It was him. The man with the star tattoo on his wrist, the man who had robbed the convenience store, the man who had killed his uncle. He couldn't be here. He was in jail! Peter had caught him! This couldn't be real…"How's your Aunt doing, Peter?" he sneered up at him._

_Peter couldn't breathe. He felt a tap on his shoulder, and he spun around to see Captain Stacy. "You got him, son." He said. But he wasn't proud. "You couldn't have stopped him sooner? You had the chance, but now people are dead! This is your fault!" He spit at Peter's feet, then his accusing eyes rolled up in his skull and he dropped to the ground, dead. A pool of red spread from a stab wound in his chest._

_Peter stumbled back, tripping on something. He fell to the ground, right between his aunt and uncle, who turned to him with white eyes. "You did this. You killed us, Peter."They said in ghostly unison. He began to shake, and tears ran down his face. He covered his eyes as the man with the star tattoo laughed. Peter babbled, 'This isn't real, this isn't real, I'm so sorry, I never meant to, I'm so sorry, this isn't rea-'_

Peter shot up in bed, and his eyes snapped wide in fear. "It wasn't real." he breathed. He was panting hard, and he was completely covered in sweat. He knew it wasn't real. He always had that nightmare, every night, ever since uncle Ben's death. Over the time that he had been Spiderman, there had only been additions to the cast, including Captain Stacy and aunt May.

Peter rubbed his eyes and gave a heavy sigh. Then he realized that he wasn't lying on cold concrete, or in the beams of a crane. Why was he in a bed? Oh, yeah. He was in Stark Tower. His heart beat slightly faster at this. At least that hadn't been a dream.

He slumped back against the pillows and closed his eyes. How long had he been asleep? He peeked through one of his eyes at the clock on the wall across the room. It was eleven in the morning. Well, it looks like he'd be skipping school again, today. Peter almost never skipped, but on the days that he really had to, he wasn't too worried about it. It wasn't like they were going to call his parents.

He needed to leave. He rolled out of the bed (leaving a bit of his heart with it, he felt) and made his way to the bathroom for a shower. He stood in the water for a long time, enjoying this rare treat, then scrubbed all of the built up residue from his scarred skin. The claw marks from the lizard and the bullet hole in his thigh had long since healed, but the scars would probably take a long time to heal, if ever. He'd also earned some new ones, the burn marks on his fingers and feet being the most recent.

He finished up and shut off the water, clean for the first time in weeks, then stepped onto the cold tile and grabbed a towel. He tied it around his waist, then went looking for his backpack, which contained his only other set of clothing. But he couldn't remember where he put it.

He knew he picked it up on the way out of the precinct, and he had it when he left the lab, so it had to be here, right? But it was no-where to be found. Maybe it was in the closet? Peter opened the door to find not his backpack, but a full closet of clothes. In his size. He was starting to suspect that there was a reason he couldn't find his bag. Well, he could either put on his clothes from yesterday, or allow Tony this one win by putting on the new clothes.

Peter was feeling rebellious that morning, so he went back for his ratty jeans and t-shirt. But when he got to the bathroom, they were gone. Okay, now he was just getting creeped out. Was there someone in here? While he was wearing nothing but a towel? He shuddered slightly at that.

"Where did my clothes go?" Peter asked out loud, more to himself, but kinda hoping that if there was someone in there they would reveal themselves.

"They have been collected for cleaning, Mister Parker." a voice came out of nowhere. Peter was so startled that he jumped up and clung to the ceiling. Then he panicked. ' _Great, now whoever that was just saw me stick to the roof! This is so, so bad!_ ' He thought. But when he looked down, he didn't see anyone.

"Who's there?" He called, then figured that he should get off of the ceiling. If he didn't see them, maybe they hadn't seen him. He hopped down, only to find that he was still alone. "Okay, I know I'm not hearing voices, so who said that?"

"My name is JARVIS, Master Stark's A.I." the voice said again. "I am built into every room in the tower."

Peter couldn't help but give a sigh of relief. He was alone in the room, which means that no-one had seen him. Unless…

"Um, JARVIS?" Peter asked hesitantly, not quite sure how this A.I. worked.

"Yes, mister Parker?" it replied.

"Did you, um, happen to see…?" he didn't finish, but JARVIS seemed to understand.

"That you were crouched on the ceiling? Yes, I did see that, Spiderman." JARVIS said, obviously having worked out Peter's secret.

"Well, is there any way you could, I don't know, not tell Mr. Stark?" Peter asked hopefully.

"Unless he directly asks me if you're Spiderman, I won't say anything." he replied.

"Thanks." Peter said gratefully. "So, um, where did my stuff go?"

"All of your clothes are being washed, as Mister Stark has asked me not to let you leave this room in dirty clothes. Apparently, as his new assistant you must wear less 'grungy' outfits." JARVIS replied. Was it possible for A.I.'s to sound humored? Because if Peter didn't know any better, he'd say that JARVIS was trying not to laugh.

Peter rolled his eyes. "Fine, I can take a hint." He went to the closet and threw on a random t-shirt (some weird design that looked like a blueprint for a pizza) a pair of jeans, and a new pair of red converse. He vowed in that moment to buy his own underwear, because all that was provided were Iron Man boxers. Yeah, he really had to give Tony a piece of his mind. Still, he had to be grateful, despite how mortifying the boxers were. He could tell that Tony had put some thought into this, which made Peter feel both flattered, and like a dress-up doll. Whatever.

Peter wanted to leave right then and there, but his stuff was still missing. That, and JARVIS's voice met his ears again, saying, "Master Stark has requested your presence in the kitchen, Mister Parker. He claims that it's an emergency." Peter sighed. Well, that settled it. He would just have to leave later.

As he stepped onto the elevator, he wondered what Tony had meant by 'emergency'.

* * *

Apparently,  _that_ is what he meant. One of the gauntlets to an Iron Man suit was zooming around the room, knocking over vases and furniture, and causing general havoc. When the doors to the elevator opened, Peter's spider-sense went off like an alarm bell, and he ducked before he even saw it coming.

"Peter!" Tony called from behind an overturned couch, where Bruce and Natasha were also crouching. "Get over here, quick!"

Peter ran over to their hiding spot (Not too fast, or they might notice) and jumped over the couch to join them. "What the heck did you do to that thing?!" Peter yelled.

"I was trying to make those modifications we were talking about yesterday, and, um-"

Bruce cut off Tony's explanation, "He forgot to put in a fail-safe, so now no-one can control it."

Peter gulped, "That's not good."

Tony shook his head, "For the record, I blame you."

"Shut up, all of you!" Natasha growled. "How are we supposed to stop it?"

Peter really wished he had his web shooters with him,(even if they would kinda blow his cover) but since he didn't, he had only one plan. Catch it.

Then Peter's spider sense went off again, and he yelled, "Watch out!" right before the gauntlet crashed through the couch, scattering the heroes.

* * *

Tony groaned, holding his head. "Bruce? You good?" Bruce gave a small "Fine." from the floor, and Natasha rolled to her feet. Tony was almost relieved, until he noticed who was missing.

"Peter! Where did you-" Then he saw him. The kid had somehow gotten hold of the gauntlet, and was now along for the ride.

"I'm fine!" Peter shouted, right before the gauntlet dragged him across the counter, knocking down plates and glasses. "Still fine!"

"Peter, let go!" Natasha called, running after the runaway tech.

"No, I got it!" he called, seeming to mess with some wires, and still somehow not falling off. How was he doing it? His legs dangled funnily, and he didn't even try to avoid kicking over a lamp as he zoomed over. In fact, Tony almost thought it was on purpose.

"Tony, duck!" Peter yelled. He came right for him, and Tony had to hit the floor again. "You're telling  _me_  to watch out?!" Tony cried.

The gauntlet crashed through a window behind Bruce, sending glass flying everywhere, then it disappeared from view. "PETER!" Bruce cried, panic rising in his voice. Oh, shit. There was no way he'd be able to hold on now, and if he were to fall…

Tony rushed to the window. He was terrified of what he might see, but he had to know what had happened to Peter. He searched the ground below for a Peter- like stain and… nothing. He was nowhere to be seen. The relief only lasted for a second, because that meant he was still riding on that damn machine.

Tony ran to the bar and clapped on a bracelet-looking device, that was really a homing beacon for his suit. He called the pieces to him, and they assembled within seconds. As the face plate clapped down, he ran to the window. "I'll find him!" he told Bruce in a metallic voice, only to stop before he could jump out.

"Found him." Bruce sighed in a relieved way.

There he was, no longer clinging to an out of control machine, but a fully functional gauntlet. He had fixed it, and was using it to fly back into the tower. It wasn't graceful, but he managed to land in the middle of the room, grinning like a kid in a candy store.

"I fixed it!" he panted tiredly. He shut it off and sat down on the floor, breathing heavily. Bruce shook his head disbelievingly. "How the hell did you do that?!"

"Well," Peter ran a hand through his hair, "I just removed some of the-"

Bruce interrupted him, "But it was flying all over the place! You flew out the window! But you still managed to figure out and modify that damn glove all while it was taking you around New York seventy stories in the air? I don't know how you didn't fall off, let alone do anything else!"

Peter blushed and looked at the floor, "Well, I um, I don't know?"

Natasha walked over and gave Peter a piercing look. "That was unbelievable, kid." She turned to Tony. "Where did you even find this guy?"

Tony shook his head. He was still in a state of shock. Peter could have died. But Natasha was right. He was unbelievable. "You know, that's a funny story! You see-"

Peter groaned, blushing, "Please don't!" Then he started to stand, only to fall back to the ground. He groaned again, this time in pain, and closed his eyes. That's not good.

"Are you okay, kid?" Bruce asked in concern.

"I'm fine, I just got a little dizzy for a second there. It's just low blood sugar, nothing to worry about." Peter said quickly and gave a small smile, then made another attempt to stand, this time successful.

"Low blood sugar?" Natasha asked quietly, "As in, from lack of food?"

"Oh, um, no, just-" Peter stuttered, blushing all the more. He seemed embarrassed.

"When's the last time you ate, Peter?" Tony asked seriously.

Peter shifted uncomfortably, "Yesterday."

"Liar." Tony said. He knew for a fact that he hadn't, because he hadn't had the chance. And who knew when he had last been able to eat, being homeless and all. "That's it, I'm ordering pizza."

He grabbed his phone from his pocket and dialed the now- familiar number for Ray's Pizza Parlor. The delivery guy was a real piece of work, but Tony had never had better pizza from anywhere else. "What kind do you like, Pete?" he asked.

"Cheese." Peter mumbled.

"Good." Tony nodded. He had been a little worried he would be too prideful and claim that he wasn't hungry. "Two cheese, a pepperoni, and a veggie." He spoke into the phone. "Alright. Yeah, Stark Tower. No, I won't tip in autographs. Okay, that'll work." He hung up and put the phone back in his pocket. "They'll be here in fifteen minutes."

"Good, I'm starving." Bruce nodded. Then he looked around the decimated room. "Should we clean up now, or after lunch?"

"I say after lunch." Natasha sighed.

"Agreed." Tony said. Between the ruined couch, the shattered window, and the scattered debris from all of the other stuff that broke, he was in no rush to get to work.

* * *

They went down to the lobby to get the pizzas. They only had to wait around a few minutes before a guy in a typical delivery uniform came in with the stack of pizzas.

"Hey, Iron Man!" he called, grinning.

"Hey, Scott. Did you bring the right pizzas this time?" Tony replied casually.

"Okay, that was  _one_  time! Have a little faith!" Scott said indignantly. Nevertheless, he put them down on the receptionist counter and peeked inside of them. "Yeah, okay, they're the right ones." he confirmed, his relief evident.

"Thanks, Lang." Bruce said as he took the pizzas.

"So are you guys down here because that thing from earlier? Because there's a bunch of glass on the ground outside. Or did you just want to see me?" He gave a cheesy grin.

Tony handed him a hundred dollar bill. "You got us, we were going into withdrawals without you here to make a fool of yourself."

"Wow, thanks, man!" Scott said as he took the cash. "Well, I would hang around, but I've got a ton more deliveries to make. I wouldn't wanna be fired. Again."

"Take care of yourself." Bruce bid him goodbye.

And with that he left the tower. Peter thought the guy was pretty cool. Most others would be star-struck to be talking to Avengers, but Scott acted like it was perfectly normal. Of course, this was New York. People around here had seen it all.

They went down to the lab to eat. Peter had to admit, he was starting to get more comfortable around Bruce, Tony, and even Natasha. She had a steely exterior, but he had feeling that if she didn't like him, he would know.

They cleared off one of the tables (as well as they could) and sat down around it to eat. Peter let the conversation around him fade away when he opened a box of cheese pizza. He hadn't even realized how hungry he was with all that had been going on. In the past weeks he had learned not to eat all that often. But as soon as the smell hit his nose, that pizza was done for.

They had been eating and talking for around half an hour when they were joined by Hawkeye.

"Hey, guys? What happened this morning?" he asked, "I swear, I leave for  _five minutes_ -"

"One of Tony's gauntlets got loose." Natasha supplied.

"Hey!" Tony said indignantly, "That makes it sound like it was all my fault!"

"It was, though." Bruce said. Peter let out a snort of laughter. Tony turned to him.

"Don't laugh! Again, I think Peter should take at least half of the blame."

"Well, I did stop it, so I think that makes up for it." Peter retorted.

Bruce began to crack up, and Clint raised an eyebrow in Peter's direction. " _You_ stopped it? I saw what it did to the living room, how did  _you_ stop it?"

"Oh, I just, uh, caught it and shut it off." Peter said. He had really messed up. It had seemed like a good idea at the time, but now he could see that what he had done might seem a little too impressive to be strictly "normal". It was just instinct for him, though. It honestly wasn't too different from fighting Doctor Octopus's arms.

Bruce choked on his water. "What do you mean, ' _I just caught it and turned it off_ '?!" he cried, "Clint, this kid grabbed onto the gauntlet when it broke through the couch and somehow managed to keep a hold of it even though it threw him all around the room and  _through a window_!"

"Not only that!" Tony added, "He also somehow fixed it through all of that!"

Clint scoffed, "C'mon, guys. I'm not buying it, joke's over, what really happened?"

"They're telling the truth." Natasha shrugged. Clint's face took on a shocked look, and he looked from Peter to the others a few times. It seemed he believed Natasha a lot easier that he believed Tony and Bruce. Peter felt his cheeks flush with heat and knew he was blushing. Damn, that was embarrassing.

"Huh." was all Clint could say. Then he shook his head. "Whatever, you got pizza, right?"

"Yeah, we got plenty." Tony said, returning to the conversation. Clint walked over and opened up a box while Peter listened to the others talk about some person named "Peggy".

"Hey!" Clint whined, "There's none left!" He glared at Tony, "You lied to me! Now I'm in the mood for pizza, and there is none!"

"What do you mean?" Tony asked, confused, "I ordered four! There's no way it's all gone."

"Well, it is, and I think you knew that, Stark! I know we're in a prank war, but telling me there's food when there isn't is going too far!" Clint growled. Sadly, Peter thought he really sounded serious.

"I didn't!" Tony cried, putting up his hands in a placating gesture, "Bruce, how many pieces did you have?"

"Two. Nat?"

"Three. Tony?"

"Two. Peter?"

They all turned to him and then Peter realized.  _He had eaten the rest._  He chuckled weakly and ran a hand through his hair. "Um, I don't know?" They just stared. Damn his stupid fast metabolism.

" _You ate the rest of it?!_ " Tony asked incredulously. Now he really looked weird. Peter just shrugged and tried his best innocent face.

"Peter." Natasha said in shock (the first time she had really shown Peter an emotion) "You just out-ate Steve. His record is two."

They were all silent for a few moments, taking in this information, until Tony spoke up.

"Who knew Cap's record could be broken by a teenager?" Then he and Bruce started cracking up, and Natasha even smiled. Okay, they thought it was because he was a teenager, not because he had increased strength and speed, which required more food. Good.

"Can't wait to see his face when he finds out!" Bruce declared, still laughing.

Clint stomped out muttering, "I'll just make a fucking sandwich." Which just renewed the laughter from the others.

Peter couldn't help but laugh along.

* * *

This kid was too much. It was like every time Tony turned around, he was doing the last thing he had ever expected him to do. He was really starting to like him, and Bruce thought he was the greatest kid he had ever met. Even Nat was impressed. Still, things weren't exactly perfect.

First of all, he wasn't taking care of himself. He was fighting, getting beat up, and not eating or sleeping. Tony hadn't really planned on him staying for more than one night, but he knew that if Peter left, his dangerous behavior would continue. So now he had to find a way to get him to stay for a bit longer, without being obvious with his intentions. He supposed that he could tell him that as his assistant, housing was provided, so he was earning his room.

And his clothes. JARVIS had let Tony know how Peter had avoided putting on the clothes that Tony had gotten him that night, and he knew that if he didn't make it clear this wasn't charity, Peter might just start wearing trash bags. He was too prideful. Of course, it's not like Tony really had any room to talk, but still.

Tony shook all of this from his mind, returning to the task at hand. He really, really hated that damn glove. In this whole room, there was probably a few thousand dollars worth of damage, including the window, which Tony had thought was unbreakable. Funnily enough, no-one had wanted to insure Stark Tower with the Avengers living there. Oh, well, he'd just pay for it.

He swept up most of the dust and glass shards, while Bruce and Peter carried out the pieces to the ruined couch. Tony couldn't help but notice how much Bruce was struggling compared to Peter, who was lifting with ease. Yeah, he as a weird kid, alright. Still, a good one, from what he'd seen.

And who can ask for more than that?

* * *

_Two nights in a row, and the man in the shadows was really getting anxious. This was definitely a problem. One night was okay, he was only human after all._

_Well, he might be. The man actually wasn't too sure about that, but he supposed it didn't really matter. But two nights? What if he was dead? What if he had been hurt too badly to continue as Spiderman? What if he had quit?_

_No, he couldn't let that happen. He had to show up tonight. If he didn't, he would just have to find the other one. The man behind the mask. Then he could finally know for sure if he would work._

_Yes, this was the only way. After all, they were running out of time..._

" _Bring her to me." He demanded to the goons waiting off to the side for his orders. Without a word, they left to do as they had been told._

_Soon he would know. Then, he would find his spider and finally accomplish their long-sought goals. Yes, this was just a small problem._

_Soon, their plans would be back on track._

_Soon…_

**Notes for the Chapter:**

> Btw, I have most of these written, it just takes time to go back and edit stuff before I post each chapter, on top of writing other stuff. So, you know, thanks for your patience!


	6. Facing the Beast

_By the third night, he was done waiting. They couldn't afford to waste any more time, or they could lose him forever. The man in the shadows rose from his chair and followed the sounds of terrified gasps and sobs._

" _Everyone out." He commanded in his deep voice. All of his men left the room, leaving him alone with the little girl in front of him. She was on her knees with her hands tied behind her, and her dirty hair hanging in strands in her face._

" _Please," She begged hoarsely, "Let me go."_

" _I'm afraid I can't do that just yet, my dear." The man replied smoothly. He crossed the room and crouched in front of her, "I still need you."_

_She whimpered and shied away from him, but she still had the bravery to say, "Please! I promise I won't tell! I just want to go home!"_

_The man chuckled. "Oh, but you will tell, Saria." He stood and grabbed her hair, jerking it up to make her look at him. She cried out in pain and fear, and the man continued, "You're going to tell me Spiderman's real name."_

* * *

Three weeks. Tony had three weeks, then he would be a married man. He was a little terrified, but on the whole, he was pretty excited. He loved Pepper more than anyone in the world, so a ceremony to say he would always be with her was more of a formality than anything. Even better, she was taking care of all of the preparations with Jane Foster, who had been declared the maid of honor. As Thor's girlfriend, her path had crossed with Pepper's on multiple occasions, and they had bonded over their similar experiences.

So all Tony had to do was wait, maybe go get some suits (formal, not metal. Pepper had made that perfectly clear.) for the guys and him to wear, and help Pepper out with any small details that she needed him for.

He walked into the common room (now fully restored) to find a familiar face.

"Man of Iron!" called Thor, God of Thunder.

"Thor!" Tony said in surprise, "When did you get here?"

"He just got here." Steve spoke up from the kitchen. He sat there drinking water with a huge grin on his face, clearly glad that Thor was here. Clint sat there too, just as excited.

"When I heard that you were to be wed, I made haste to attend the ceremonies!" Thor boomed, addressing Tony.

"How did you-?" Tony started, only to be cut off by Clint, "He heard it from his creepy friend, Heinz or something."

"Heimdall." Thor corrected.

"Whatever." Clint continued, "Did you know he sees  _everything_? Like he sees you in the shower, when you're sleeping, when-"

"Like Santa?" Steve asked.

"Careful," Tony warned jokingly, "He can see us now, too! He'll show up in your room tonight all like, 'heard you were talking shit!'" Thor gave a bark of laughter, and Clint scowled.

"Joke all you want, it's still creepy." Clint finished, crossing his arms.

"So, Stark," Thor changed the subject, "Are you planning on producing offspring with your Pepper?" Steve had chosen that exact moment to take a huge sip of water, and he choked on it when Thor said that.

"Is that a vote of confidence I hear, Cap?" Tony asked, offended.

"Sorry, Tony. The question just caught me off guard." Steve apologized, blushing.

Tony just couldn't pass this up. "Oh, I understand now!" he said understandingly, "You were thinking of  _fondue_ , weren't you?"

The glass in Steve's hand shattered, and his face could only be described as true terror. "How did- that was-  _seventy years_ -" he stammered, blushing. Clint looked back and forth at them, looking confused.

"I don't get it." he said.

"Oh, well my old man had some stories he told me about the  _great_  Captain America!" Tony said slyly, "Including one time when-"

"School!" Steve interrupted desperately, "I'm picking Peter up from school!" In the blink of an eye he was in the elevator and gone. Damn, that guy was fast.

"I'll finish the story when he gets back." he told Clint and Thor, who groaned impatiently. Then Tony got a great idea. "Guys, I've just had the best idea. C'mon, we've got work to do."

* * *

Just a typical Friday. That's all Peter wanted, a normal, average, not world changing, Friday. Then the universe shouted, "NOT TODAY, NERD!"

But Peter hadn't gotten to that part yet. He was still just trying to be normal. So when school let out, and he met the same fate as every Friday, he didn't even care. Peter only got to the front steps before Flash got up the nerve to strike; he just sighed as his spider sense went crazy, and braced himself for Flash's fist connecting with his skull. He fell to the ground (even though it didn't really hurt) and gave a gasp of pain.

"Not so fast today, huh, Parker?" Flash laughed. He was alone this time, thank God, but Peter still had a secret identity to protect, so he had to act as helpless as possible.

"No, I must be going the same speed as your brain, Flash." Peter retorted, starting to get off the ground, only to be shoved back down by Flash's foot.

"You calling me stupid, nerd?" He kicked again, this time to Peter's face. "I bet you think you're so smart, don't you? You think you're better than the rest of us." and again, he kicked.

Peter spat, staying calm, "I'm not the one beating up someone half his size to feel better about his daddy issues." Okay, that really got him mad. The next kick almost did something.

"You shut up about my pop, Parker!" Flash growled. "It's none of your business!"

"It's my business when you take it out on me." Peter almost whined, his voice shaking. He should join theater club.

"Whatever, Parker." he gave one final kick, then crouched down to look right into Peter's eyes. "It won't change anything. I won't stop until you're gone. What have you got to say to that?" Peter almost gave a sharp retort, until he noticed.

He took a deep breath, then stood up and faced his attacker. "I say, I'm always here for you, Flash." Then he walked away, leaving Flash dumbstruck. Peter hadn't meant to say that, but he knew it was true. It became true the moment he saw the tears in the bully's eyes.

* * *

Steve couldn't believe it. He had ridden his motorcycle to the school, and was running a few minutes late. By the time he had gotten there, there were only a few kids still around. And two of them were fighting.

Well, fighting was a strong word considering that one of them was on the ground, getting kicked repeatedly. In fact, he wasn't even trying to defend himself. He was just taking hit after hit. Steve remembered getting beat up in nearly every alley in Brooklyn, could remember being the little guy, so naturally he went in for a closer look.

He got within earshot and waited to assess the situation. He heard the one kicking speak first.

"-think you're better than the rest of us."

"I'm not the one beating up someone half his size to feel better about his daddy issues." Holy-! That was Peter's voice! Oh, no, he couldn't let this happen. As he stepped closer to intervene, the bully spoke again.

"You shut up about my pop, Parker!" he growled. "It's none of your business!"

"It's my business when you take it out on me." Peter almost whined, his voice shaking. Steve slowed down. What was this? This bully kicked one last time then crouched next to Peter and spoke quietly.

"It won't change anything. I won't stop until you're gone. What have you got to say to that?"

Peter stood slowly, painfully, then looked into the other's eyes, "I say, I'm always here for you, Flash."

Then he walked away, leaving the other kid, Flash, looking like he had just been punched in the gut. Steve couldn't believe it. That was… huh.

Steve ran a bit to catch up with Peter, who looked like he was walking the wrong way back to the tower, and grabbed his shoulder. "Hey, kid." he said as he turned around, "I came to give you a ride back-."

Oh, wow. Peter had a bloody nose, and one of his eyes was swelling. He was bruised all over his face, and his lip was deeply split. He looked like crap. When he saw Steve, the only word to describe his expression was 'mortified'

"Steve!" he said in surprise, trying to cover his face, "I, um, I was just-"

"Don't bother, Pete." Steve sighed, "I saw."

Peter's face fell, and he just heaved a defeated sigh. "Sorry."

"What for? You didn't do anything wrong." Steve asked.

"I don't know, that you had to see that?" Peter said quickly, his voice shaking with embarrassment, "Just, I don't want you to feel like you have to do something, because I don't want to make extra work for you, and I didn't mean to be such a problem-"

Steve put a hand on Peter's shoulder, "Peter, nobody thinks you're a problem. What's this really about?"

Steve sat down on the curb, and gestured for Peter to do the same. After a few moments of awkward silence, Peter began reluctantly, "All of you have a reason to be there, at the tower. But I'm just some kid that Tony found getting beat up and felt bad for. I shouldn't be there! I didn't earn it, so why should I just accept Tony paying for my food and clothes and room? I'm just a bum, and I should just leave." Peter stared at the street in front of them. "I'm just getting in the way."

Steve didn't know what to say. So he started slowly, "Peter, you… you are the craziest kid I've ever met." Steve shook his head. "You're not a burden to any one of us. Can't you see that Bruce is crazy for you? Seriously, he thinks you're the greatest kid in the world, and he hasn't shut up about it since he met you, two weeks ago. Tony has loved having you for an assistant, because he likes to show off, not because he thinks any less of you as a person. In fact, I think he sees you as a younger him." Peter laughed shakily.

"Let's hope not... Thanks, Steve." He said gratefully.        
"For what it's worth," Steve smiled at Peter, "I think you were pretty great back there."

Peter blushed slightly and stood up. "Should we be getting back?"

"Yeah, they're probably wondering where we're at." Steve thought of something, "Oh! There's also someone there who'll want to meet you."

"Who?" Peter asked as he walked beside Steve to the bike.

"You'll see." Steve grinned and tossed Peter a helmet. When It was on, Steve took the front and Peter got on the back. "Hold on." he warned.

Peter laughed, "Trust me, that's never been a problem for me."

* * *

So much for a typical Friday. Of course, it's hard for anything to be typical when you come back home (no, not home. Current residence. Yeah, that works.) to find a God of Thunder standing in the kitchen.

Peter was instantly star-struck. "You- You're Thor!" he blurted. Apparently, living with the Avengers had done nothing to help with his awkwardness.

Thor didn't seem to mind. "Ah, that is correct, young Midgardian!" he boomed, "Would you be the son of Parker I have been told about?"

Steve spoke up, which was good, because Peter had forgotten how talking worked, "Yeah, this is Peter. What's that?"

On the counter were a few pots of dark liquid, and a few platters of fruit, vegetables, and bread. It looked like… fondue?

Tony entered next to Clint, who was carrying a bowl of popcorn. "You know what it is, Capsicle. I figured I can tell the story while we have a movie night to welcome Thor back to Earth! Sound fun?" Steve turned bright crimson, and he looked like he was definitely  _not_  going to have fun.

Clint laughed, "Yeah, I thought so. So, what should we watch? I vote-"

"No." Tony cut him off, "We're not watching Hunger Games. The first movie was nothing like the book, and unless you want Nat to point out all of the differences-"

"I wasn't going to say Hunger Games!" Clint protested, "I was gonna say Lord of the Rings. I love the part where-"

"No spoilers!" Bruce yelled, walking in from the elevator. "I haven't seen those yet!"

"Dude." Clint wrinkled his nose in distaste, "There's a certain grace period, but after a few years it's your own fault if you get spoiled. They're already making movies out of the Hobbit."

"They made a movie for that book?" Steve asked, "Bucky used to read it for me before the war. I hated it."

"You just hate art!" Tony countered, tossing a piece of popcorn at the soldier. Steve caught it in his mouth.

"I do not understand." Thor said in confusion, "Do these 'movies' entail many games of hunger? Because I do believe we have enough food for a while."

Bruce shook his head, "You'll see in a minute, here. I'd like to watch Shrek-"

"NO!" Tony and Clint said in unison. Tony threw his hands in the air, "Thor has never seen a movie before, and you want  _that_  to be the first one he sees?!"

"I haven't been able to watch it since that God-forsaken Shrek is love, Shrek is life." Clint shuddered. The elevator opened once more to release Natasha, who was in an oversized hoodie, shorts, and knee socks. "I heard we were having a movie night." She said.

"What do you wanna watch?" Bruce asked.

"Charlotte's Web." she answered, to which silence fell. Really? She seemed to understand their confusion, and explained, "I like the book."

"No," Tony shook his head, "I don't like the spider. She creeps me out."

Peter laughed, "Are you scared of spiders, Tony?"

"It's just the way they move!" Tony defended himself, "And have you ever walked through a spider web? It's the worst feeling in the world!" It took all of Peter's willpower to keep it together. If he only knew...

"What about you, Peter?" Steve asked, "What do you wanna watch?"

Oh. Peter hadn't even expected to be asked. He quickly said his favorite movie, "Back to the Future."

Tony grinned, "That's a  _good_  one! What you guys say?" There was a general consensus of agreement, and they were soon on the couches clustered around the T.V., with the snacks from the kitchen. During the first movie, they had to do some explaining to Thor about how the moving pictures worked, and how they weren't magic visions of the future. Once he understood it better, he really enjoyed the movie, and Steve thought the idea of a time machine was pretty cool.

Soon they were moving on to E.T., then Tangled, because everyone wanted Thor to get the Rapunzel jokes that they made about his hair.

Somewhere near the end of the fourth movie, Iron Giant (Tony's choice), a strawberry was thrown at Clint, and it hit him in the eye. He didn't know who had done it, but it was on. Mainly for Tony, who was the prime suspect. (It was really Steve, but no one would ever know.)

It was subtle at first. There was only the occasional grape spotted sailing across the living room, but while Clint always hit his mark, Tony caught several people in the crossfire. Only when Steve and Natasha joined in did it become a full-scale food fight, causing the couches to be abandoned.

"Get down!" Tony cried as he threw a whole bowl of melted cheese at the other side of the room. Everyone hit the floor except for Thor, who tried to catch it. Bad idea.

"Ah!" he yelled, "I have been hit!". He laughed crazily, and launched back into battle by tackling Tony.

Bruce crawled under a table, "I'm not doing this! I'm a pacifist!" To no-one's surprise, they let him stay there. He enjoyed watching the others slowly get covered in food.

As for Peter, he had the time of his life. He darted around the living room, making a conscious decision to ignore his spider sense. He managed to dump chocolate sauce on Steve, who chased after him yelling about respecting the elderly. Natasha was the only one who didn't get directly assaulted, and she escaped the carnage with only some popcorn in her hair, and coke down the front of her shirt.

Eventually, the fighting died down and everyone sat back down except for Clint, who had been the one to splash the coke in Nat's face and hadn't been seen since.

"So." Steve panted, licking his fingers, "What have you been up to, Thor?"

"Well, back at home, I've been aiding my people in battle in Vanaheim…"

They talked long into the night, and when Thor had told several of his stories, Steve told them some of his own. Peter found every one of them fascinating, and they were soon going around the whole group exchanging stories. Peter wished that he could share some of his own, but he knew it couldn't happen.

Why not? He looked around the group. They were laughing and joking like they had always been friends. As though no time had even passed since Thor had left. Like a family. And Peter was there with them, like he fit in with them too. Wouldn't it make sense to tell them? What did he have to lose?

 _Them._  The thought was sudden and threw Peter off guard. He had no family. No aunt May, no uncle Ben, no parents. Because of him. Because everyone he got close to got killed, and it was all his fault. The Avengers weren't his family, because if they were, if they knew what it cost, they would leave him in a moment. Or worse. They wouldn't.

He had been there for barely two weeks, so there was still a chance. He could distance himself and save them. But in saving them by sacrificing his own happiness, didn't that mean that he cared about them? Therefore making it pointless to distance himself? Peter decided to ignore that. He couldn't let his feelings get the Avengers killed, because the world needed them, and he didn't. He could stay, but that didn't change the fact that he had no real reason to be there, and they would see that soon enough.

But for now? For now he could pretend that this was fine, and listen to his heroes talk about their adventures on different planets and in different time periods. For now he could enjoy one of the best nights in his life, and feel almost like he belonged. Just as long as he didn't let himself believe that they could really care for him, and he didn't tell them what he was.

Because trusting them, Peter knew, would be like killing them.

* * *

It was good to have Thor back. He brought a certain light with him wherever he went, and it was nice to see that again. Steve also didn't feel so out of place when Thor was there, because he was at least from this planet, and Thor was even older than him.

Steve could tell that everyone else was glad to see him too. Clint had met him first, so it was like meeting an old friend for him. And Peter's face when he had first seen him-

At that thought, Steve looked over to find him with his eyes closed, fast asleep. His head was lolled to the side, supported by the fist it was resting on, and there was a little drool making its way down his chin. He looked downright adorable. Steve smiled and shook his head, then spoke up, "Well, it looks like Pete's had enough excitement for today."

Tony took out his phone, "Hold on, I need to get some pictures of this! You think he has a girlfriend? Because if he does, I have the perfect preview for her-"

Natasha sighed and rolled her eyes, "Tony, you do know that you're like, twelve, right?"

"A twelve year old with blackmail." He retorted, grinning wickedly.

"You think we should wake him up?" Bruce asked.

"Are you kidding?" Tony's smile vanished, "If we wake him up now, he might not sleep again for another week!"

"I think that was just one time-"

"Three days, Bruce! Three. Days." Tony said exasperatedly.

"I'll just take him up to bed, then." Steve offered, mostly to end the discussion. Peter was small, so the super-soldier was easily able to pick him up and carry him bridal style to the elevator. "I'll be right back down." The last thing he saw before the elevator closed was Tony holding his phone in the air, pointed at Steve.

He carried Peter into his room, which was somehow already messy. He laid him in the bed and pulled off his shoes, then pulled the blankets over him. He looked at his fifteen year old face, and felt a fierce emotion take place. Steve didn't quite understand it, but he really cared for this kid. He had only known him for less than two weeks, but there was something special about him.

This was someone who had lost everything, but knew the world owed him nothing, and expected nothing. It would be so easy for him to be bitter, but he had one of the greatest hearts Steve had ever seen, and he really cared about people. And the way had handled that kid earlier… he hadn't thrown a single punch, but he hadn't needed to. Then he realized it. When Steve looked at Peter, he saw that scrawny kid from Brooklyn. Getting beat. Standing back up.  _I can do this all day._

Steve sighed and walked out of the room. But he wasn't him. Steve had never really been alone, because he had Bucky. He always had someone to go to, to fall back on. Peter, for all Steve could tell, was on his own. It just wasn't fair. Steve knew it was pointless to whine about unfairness, but it didn't mean it wasn't true. Why should he, of all people, have to do this alone?

He doesn't. Steve felt a new resolve build in his mind, and he grabbed a hold of it. He doesn't have to be alone, because Steve, and the others, would be there for him. He'd be damned if he was going to let Peter suffer any more hardship while he was just a kid. So with this new resolve, Steve stepped into the elevator, and it wasn't until a few minutes later that he realized one other thing about Peter.

All of his bruises and cuts from a few hours before had been gone by the time he fell asleep.

* * *

"Of course he fell asleep! Now he gets out of helping clean up!" Clint cried. He swept angrily, and Tony thought he looked like a child. Tony knew he was just mad that he hadn't been able to avoid Nat, who had shoved the leftover popcorn kernels up his nose.

"Don't worry, I'll have him do plenty of work tomorrow to make up for it." Tony replied. Just then Steve came back into the room, looking confused. "What is it, Steve? Has Pete's room already gotten wrecked? Trust me, that's just how modern teenagers-"

"Did you give him anything for his bruises?" Steve asked.

Okay, now it was Tony's turn to be confused. "What bruises?"

"You didn't see?" Steve wondered, "This kid got him good after school today, and Peter had all of these cuts and bruises. But now he doesn't."

Tony had almost forgotten about the bullying. He shook his head, "I really have to talk to him about this whole bullying thing. I don't care what he says, it needs to stop."

"Are you sure he was really hurt?" Clint asked casually, "Maybe you just think it was worse than it was."

Steve shook his head, "He had a busted lip. Trust me, I know how long it takes for these things to heal."

"I think you're missing the real problem, here." Tony replied, "He's getting beat up. I think that's a bit more suspect than a good immune system." he thought about it for a minute before continuing, "Do you think we should do something about it?"

Steve shook his head, "I hate to say it, but no. I think Pete's got this one covered."

Clint scoffed, "Whatever, caveman."

Tony wanted to argue, but… well...he didn't really know what he was supposed to do. He had never been great with kids, so he was actually terrified he was going to mess up with Peter. But Steve seemed so sure… As much as Tony hated to ignore some jerk messing with his assistant, he had a feeling Cap was right. "Fine, but if any bones end up broken, that kid is getting a visit. We're not called the Avengers for nothing, you know." And that was the end of the subject.

They talked as they cleaned, and Tony let his mind wander. He drifted to a picture he had been building in his mind for a few weeks now, ever since Pepper had brought up kids. In the picture, he and Pepper were married, and they had a house on a hill. They took rides in the country, and sat around the house reading, and cooked together. In the background, there was always the sound of a child's laughter, and there was a happiness and peace in the sound. The sound of family. Tony smiled to himself at this picture, and felt more sure than he had in weeks. This was coming soon, and he couldn't wait.

* * *

Flash had a lot of thinking to do. It was late at night, but he didn't want to go home just yet. Not until he was sure his dad was asleep, at least. Besides, he had a lot to think about.

Flash didn't get it. He had harassed Peter for years, but nothing he did seemed to do anything anymore.

He used to get a rush of power from pushing 'Puny Parker" around, but then something changed. Peter stopped fighting back. Sure he had strong words, but he never seemed to really mind Flash's assault, now. So he hit harder. But no matter how hard he tried, Flash could never get him to be as scared as he once was.

Now he just found it boring. No, that wasn't true. Flash was disgusted with himself. He hated who he was, and how he was just like…  _him_. His dad.

He walked on, trying to shake these thoughts away. Why did he have to pick on Peter, anyway? What had he ever done? Flash knew. He always felt so dumb next to Parker. He may have been a good enough athlete, but that didn't matter much when you were getting in trouble for failed tests. Flash was always being reminded how stupid and useless he was off of the football field, so when he would see Peter getting praise for his intellect and perfect test scores... it was hard not to resent him.

But at the same time, Flash knew he didn't really deserve what he did to him. Peter was a good person, and that always bothered Flash, too. Because he could never be like that, a good person. So, he figured, if he couldn't climb to Peter's level, he would bring him down to his. But it had never worked, had it?

_I say, I'm always here for you, Flash._

Had he meant it? How could he, after everything Flash had done to him?

_Because he's a good person._

Flash sighed. Whether he liked it or not, he was just procrastinating, now. He needed to go home. He walked the empty streets in silence until he reached his run-down one story house. He placed a hand on the knob and took a deep breath.  _Well,_  he thought,  _time to face the beast._

* * *

_He should have waited. On the sixth night, Spiderman was back, and the man in the shadows was annoyed._

_The girl had been almost useless, and the man knew it had been a waste to get her involved at all. He would have probably been killed for it if not for the one word they had been able to extract from her._

_Peter._

_No last name, no age, no description. Just Peter. There had to be hundreds of Peters in New York, so that was pretty pointless to know. Still, he supposed beggars can't be choosers._

_The name felt strange on his tongue. "Peter." For such an extraordinary man, he had such a normal name._

_He switched on the monitors. He had so much work to do._

" _Well,_ Peter _, enjoy this while it lasts. We'll find you soon enough."_

_And he was right._

**Notes for the Chapter:**

> I wanted to touch on Flash this chapter. I've found a recurring theme in fan-fics where Flash is just used as a bully to have to deal with and make Peter's life harder, and not like a real character. I actually love Flash, because he grows up to be a pretty chill guy and one of Peter's oldest friends. Just, idk, I feel like nobody's really done justice to his character development.


	7. Suits and Promises

The thrill of swinging through New York never got old. Peter just wished he had put in some insulation when he had made his costume. The first chance he got when the lab was empty (which he found rarely happens) he used some of Tony's machinery to make a whole new suit.

He may have also made some improvements. Instead of the old thrown-together web shooters which were literally made of scraps, he had been able to use the same machinery that Tony used on his suits. The resulting tech almost brought tears to Peter's eyes, and they worked smoother than he could have ever dreamed.

As for the rest of the suit, JARVIS had helped him to use a machine that took his design and basically stitched it for him. He had added a few touches, like nicer lenses instead of goggles, and more comfortable fabric. It was lightweight, and Peter could wear it underneath his clothes much less noticeably. He loved it, and as he swung through the air, he had no complaints. Well, other than the chill. Maybe he could add some extra padding the next time he had the lab to himself.

JARVIS had taken it upon himself to add in other things, and Peter had found a special infrared light on his belt, that when he shone it, made a signal that looked like his logo. The fabric also had a strange microscopic pattern that made it harder to rip. It wasn't bulletproof, but it did help add a little extra protection. Peter had a feeling the AI was trying to help him stay safe, and he appreciated it.

He jerked a web and brought himself to a stop on the side of a building. He climbed to the top and looked down across the cityscape. His senses had gotten so much stronger since he was bitten, so he could hear it all below him. He heard a vendor calling out to passers-by about his food, and he heard a group of women laughing at something one of them had said. His spider-sense went off like a sudden shock, and he searched for anything amiss. He was rewarded with echoing crashes a few blocks away.

And screams. Something big was happening, and it sent a chill down Peter's spine that had nothing to do with the cold. Without thinking, he pushed himself away from the wall, falling toward the ground. As he went faster, he could feel the wind rushing around him, and he let out a whoop of excitement. The ground rose up to meet him, and at the last second, he shot off a web and swung back up into the air.

Within moments he was standing before the source of the trouble. A man was standing in the middle of the street, wearing weird robotic suit that looked a lot like a… rhino?

He yelled in a Russian accent, "I AM THE RHINO!" and then he said something else in Russian. Well, that answered that. The rhino tossed a few cars aside, then threw one straight at the line of officers who were trying to shoot him. The bullets just bounced off of his hide, making him laugh at their attack. "NO ONE CAN STOP ME!"

"You know what they say about overconfidence." Peter figured there was no point in hanging back, and launched right into action. And by that I mean he landed on the rhino and webbed his face.

"WHAT-" he ripped frantically at the sticky substance, but Peter poured on another layer.

"You know, this is why we can't have nice things." he jeered, and the Rhino let out a scream of rage. Good. He found villains easier to take down when they were good and angry.

The rhino gave up on trying to rid himself of the webs and instead chose to focus on Spiderman. He swung wildly, but Peter's good-old spidey sense helped him to dodge with ease. "Oh, that sure was close! Why not take another swing?"

The guy wasn't exactly the sharpest tool in the shed (even though his 'horn' was plenty sharp enough) and he dropped to all fours and began to buck like a bull. Nobody really seemed to grasp the concept of 'sticking to things'. Needless to say, Peter had no trouble staying on, but he noticed a new problem. As the rhino struggled and thrashed around, he was stumbling carelessly into cars and light posts, causing damage. Too much damage. He had to take this guy down before he hurt someone.

Then of course, there was a new problem. If Peter were to jump off, either the police would shoot him, or the rhino would charge. If he stayed on, he would just continue like he was already doing. And if he managed to hop onto a building, the rhino would still be rampaging. He figured that while he was on there, he might as well try and break into the machine.

Peter brought down a fist on the metal, only to let out a cry of pain. This metal wasn't even dented by his strength. That was... new. To top it all off, he managed to rip the webs from his face with a cry of pain. Okay, so that idea was out. So, how do you take down an indestructible robo-rhino? Why, with a distraction, of course!

As if summoned by that thought, Iron Man arrived in style. The red-and-gold blur landed in in his signature half-crouch, a few yards from where Peter was clinging on for dear life. "Need a hand, man?" he asked.

"Well, if you insist." Peter shot over his shoulder. The rhino stopped bucking and rose to two feet to face Tony.

"METAL MAN!" he yelled in a mocking tone, "YOU SO LITTLE COMPARED TO THE RHINO. WHY NOT RUN OFF AND MAKE SOME MISSILES?"

"First of all," Tony said, his voice taking on that metal edge, "It's Iron Man. Second, why don't you go back to grazing? Or are you lost?"

"Yeah, you sure are far from Africa. Would you like some directions?" Peter added.

"WHY DON'T YOU GET LOST?" rhino retorted, obviously getting angrier.

"Oh, that was a good one!" Tony laughed, "How long did it take you to come up with it?"

Peter could see what he was doing. Maybe if he got angry enough, he could make a mistake. Even if it didn't work, he was having a blast with this back and forth banter. Now that Rhino was distracted, Peter figured it was his chance to hop off and go somewhere more useful. There was nothing he could on there do if he couldn't damage the metal.

He leapt silently to the ground and crept toward Tony. The rhino didn't even notice and continued to yell at Iron Man.

"LEAVE! THIS IS NOT YOUR PROBLEM!" he cried.

Peter couldn't know it, but that made Tony think back to something he once heard. 'I thought it wasn't my problem.' He shook his head. That kid was really getting to him… "nah, I think I'll stick around."

"THEN I THINK I MAKE YOU LEAVE!" rhino growled. He swiped his feet along the pavement and leaned forward. Was he really- yep, he was gonna charge. He thundered toward Tony who held his ground, staring straight at the giant metal animal.

What was he doing? As he gained speed, the horn of the rhino's suit gleamed in the sun. C'mon, Tony, move! The space between them closed, and he was within feet, and yet Tony still didn't move. Peter had to do something.

The horn was inches from Tony's arc reactor when Peter slammed into him from the side. At the speed he had been going, the rhino didn't even have time to think before he was on his side on the ground. As for Peter, ouch. Just ouch. He had launched into the metal hide with all of his strength, so the impact had slammed into him as bad as it had the rhino.

But he couldn't waste time. So while the rhino was still down, he covered him in his strongest webbing, a new compound he had made in Tony's lab that had a metal alloy added in for heavy duty cases like this. He emptied two entire cartridges, and before the rhino had recovered from the blow, he was completely stuck.

Only then did Peter let himself relax. He plopped to the ground, and let out a sigh. But then his spidey sense gave a dull buzz, and he looked behind himself to find Iron Man looming above him. Peter stood and faced the hero, confused. Why was he still here? Oh, god. Had he recognized his voice? Did he know he was Peter? What now? Oh, God. He braced himself for the worst, but was surprised by Tony laying a hand on his shoulder.

"Nice one, man!" his face-plate rose to reveal his grin. Man. Not kid. So Tony didn't know who he was! Peter let out a sigh of relief, then replied,

"Not so bad yourself! Except I don't know why you didn't move. You do know he could have killed you, right?"

"Isn't it obvious?" Tony said casually, "I knew you were there, and that you would jump him like that. That was your plan, right?"

"Um.. sure." Peter lied, "So… what happens to wild guy over there?" he gestured to where the rhino was squirming under the webbing.

"SHIELD is on the way. How long will that stuff hold him?" Tony asked.

"Well, that's a new compound, but I think it'll last for a few more minutes." he said uncertainly.

"A new- oh, thank God. I almost thought that stuff was coming out of you! I have to say, that would be a little gross." Tony laughed. He gave Peter a friendly slap on the shoulder, which made him wince and hiss quietly in pain. Yeah, he wasn't going to ram into another villain anytime soon.

Tony looked concerned. "You good?"

"Yeah, I'm fine." Peter responded. Well, lied.

"Liar." Tony said, no longer joking. "That was a pretty strong hit. Listen, I've got a friend who's pretty good at patching up superheroes. If you'll come back to my tower-"

"No, no I'm good." Peter took a step back and almost fell. C'mon, healing factor, do what you're supposed to do!

"You're swaying! Stop being so stubborn and just let me-"

"No!" Peter panicked. He couldn't go with him, or he might figure out who he was. So he did the only logical thing… he webbed Tony in the face and leapt into the air. He latched a web onto the nearest building and before he knew it, he was a few blocks away.

Back at the scene of the crime, Tony snatched desperately at the webbing, before giving up and heaving a muffled sigh. "JARVIS," he said in a muffled voice, "Autopilot me back to the tower. I don't have time for this." That guy was crazy.

* * *

 

Peter got back to the tower and crawled in his window. Good ole' JARVIS always unlocked it for him, which is pretty ironic, because part of the reason the windows were locked in the first place was to keep out unwanted guests, and Tony had put in special defense with Spiderman in mind.

He walked along the ceiling and stripped off his suit. His healing factor was beginning to work, but he was still covered in bruises. He grabbed a normal shirt and jeans, then dropped onto his bed. Spider powers were so cool. It had been a pretty productive Saturday morning, but he still had to go out with Tony and the others to get suits for Tony's wedding next week. He would feel like he was intruding, but he had been staying there for a month, now, so he figured it made sense.

A month. How had an overnight stay turned into basically living there? He knew Tony was trying to make sure he got enough food and sleep, but he didn't really mind. Soon, though, he would have to leave. He couldn't let himself get too attached. His thoughts were interrupted by Bruce's voice over the intercom.

"Peter- Peter, you have to get down to the lab! Now!" was he laughing?

Peter sighed and rolled off of the bed. His muscles and skin screamed in protest, but he walked to the door. As almost an afterthought, he grabbed a jacket to cover his arms. He didn't need another lecture from Bruce about bullies.

When he got to the lab, he was greeted by the funniest thing he'd seen in weeks. Well, days. Life was pretty crazy with the Avengers.

Tony was out of his suit, and sitting on a table pouting, with web covering his face. Peter should have felt bad about it, but he was too busy laughing.

"Yeah, yeah, laugh it up, kid!" Tony said grumpily. "Now, help me get it off!"

Peter crossed to the chemicals on the other side of the lab and mixed up a dissolving solution. He'd had to create one because of more than a few instances of getting stuck his own web, and having to wait a whole hour to get down. Luckily, he was only ever seen in this situation once, and it was by Gwen. Within minutes, it was finished and he dabbed it onto the webs on Tony's face.

"Thanks, Pete." He said once most of it was gone. "That stuff is the worst."

Bruce, however, was looking at Peter strangely. "How did you come up with that so fast?"

Oh. Whoops. He looked at Bruce and tried to think up a lie, and within a few moments of awkward silence, he had one. "Um, you know how I take pictures of Spiderman for the Daily Bugle?"

"Yeah." Tony confirmed. He was listening now, too, and looked at Peter impatiently.

"Well, I may- kinda- know him." Peter said slowly, "He helps me out with the pictures and sometimes even poses for better shots."

Tony and Bruce were silent for a few moments until Tony said, "I don't believe it. How is it that you manage to run into pretty much every superhero in New York?!" he shook his head, "It's like you're a frickin' magnet!"

Peter was embarrassed, "Um, sorry?"

Bruce came over to Peter, "Don't mind him, he's just pissy that Spiderman got that stuff all over his face."

"I was just trying to help!" Tony said exasperatedly, "He got all banged up by this rhino guy and and when I asked him to come back here to get some medical attention, he webbed me in the face and ran off. I don't know what his deal is."

"Well, you have that webbing off now, so you should probably get ready to go." Bruce replied.

"Whatever." Tony sighed, "You guys get ready too. Meet me in the common room in ten."

The others went to their rooms, but since Peter was already pretty much ready, he went straight to the common room. When he got there, he found Steve and Clint sitting on the couch, once again playing Mario Kart.

"You star-spangled bastard!" Clint cried.

"Take that, feather head!" Steve shot back.

"You frozen piece of- Oh, hey Peter." Clint paused the game and turned to look at him. "Wanna join? I think Steve is cheating, so I want a good opponent."

"I technically just looked up shortcuts on the internet." Steve defended himself.

"When did you learn to use the internet?" Clint asked, shocked.

"Right after I learned to play video games." Steve grinned.

Peter sat down and grabbed a controller. He was pretty good at video games, but that may have been the extra help from his spidey sense. Apparently, its guidance didn't end in the real world, so he was able to pretty much just sit back and let his instincts take over. Still, Clint was right, Steve had found out a ton of cheat codes and shortcuts. Clint had been nearly reduced to tears by the end, because he ended up in third place, behind Peter in second and Steve in first.

"You betrayed me, Peter!" he cried, standing up.

"I guess you underestimated me." Peter shrugged. The assassin looked like he was about to unleash some pretty strong vocabulary, but at that moment, the rest of the team entered through the elevator. (Except for Natasha. She was going dress shopping with Pepper.)

"Everybody ready?" Tony asked. "The jet's parked on the roof, so let's go."

Clint was the first to storm out, and he didn't even say a word as he took off. For an assassin, Avenger, and agent of SHIELD, he was a bit of a child.

"So why are we going to Italy?" Steve asked, "Aren't there places in New York to get suits?"

"Sure, but none are as good as this place." Tony replied. "Only the best for a Stark wedding!"

Within a few hours, they arrived at a small town near the coast of the Ionian sea. Think of it like the heel of the boot. They parked in an empty field on the outskirts of the town, and walked in. For once, Thor was in casual attire and Tony had gone for an inconspicuous look, but it wasn't long before they were surrounded by fans. The other signed pictures and slips of paper while Peter stood back and watched.

It was funny. Peter was a superhero just as much as the Avengers, but he didn't have to hide every time he went out in public. There were times when the mask felt like it was hiding who he really was, but in reality, it was giving him the freedom to not wear a mask to hide who he was. Make sense? Yeah, I didn't think so.

They eventually managed to get into the tailor shop and Tony spent a few minutes talking to a guy in Italian. Peter wished he had learned a useful language in school, but all he'd been able to take was Latin. So he was stuck not knowing what was being said. Soon, they seemed to come to an agreement and Tony walked back over to the group.

"Okay, you're all being fitted, so follow Bono here to the back." he said.

"What about you?" Steve asked.

"Oh, they already have my measurements on file, so I'm gonna sit here and read Avenger fan-fiction." Tony said, grinning wickedly.

"I thought we agreed we weren't going to read that stuff." Bruce said, blushing.

"Why? What is fan-fiction?" Thor asked innocently.

Tony laughed. 'I'll show you sometime. Now, go! Bono waits for no man." They headed to the back, where they were measured… extensively. Everyone suffered through it, but Steve blushed heavily for some of the measurements, and Thor couldn't hold still. Clint, surprisingly, was completely well-behaved, and even thanked the guy when he was done. Bruce and Peter just went along with it, but were glad when it was finally over.

When Bono finished with Peter and Bruce, he still had to go back to Thor, who had needed a break. Or Bono needed a break from him.

"Hey, Pete? Can we talk for a minute?" Bruce asked.

"Uh, sure. What about?" Peter replied, confused.

Bruce looked around, making sure they were alone, then continued. "About you being Spiderman."

Peter was shocked. How did he know? Maybe he didn't. "I, uh, I-I wish!"

"C'mon, Peter." Bruce shook his head. "How stupid do you think I am?" he looked so… disappointed. Okay, there was no lying his way out of this one.

Peter sighed. "Fine. How did you know?"

"Well," Bruce said quietly, "How about those bruises on your arms? How about the fact that I'll see you with bruises one hour and they're gone the next? You also eat way more than normal, even for a teenager. The list goes on and on."

"Okay, that stuff might be weird, but doesn't make me Spiderman. If you said you had caught me climbing up some walls or something, I would get how you got that conclusion." Peter said.

"I didn't see you climbing walls, but I knew something was off." Bruce shrugged. "Like, I knew you weren't a normal person, but I didn't even think of Spiderman until today. The dissolvant?"

"Oh." Peter said dumbly, because he didn't know what else to say. After a few moments, Peter spoke again. "So what now? Are you gonna tell?"

Bruce seemed to soften at that, "No, Peter, I won't tell. But I gotta ask, why are you even doing this? How did this even happen?"

Peter took a deep breath, "I was-"

He was cut off by Clint bursting into the room they were in, wearing what looked like curtains as a cape. "Doth mine mother know I weareth her drapes?" he shouted in a deep voice, and Thor was close on his heels. Peter had no idea what was going on, but it was hilarious.

Once they raced out of the room, Peter turned back to Bruce. "I'll tell you when we get home."

* * *

 

Here they were, in Peter's room, and Bruce couldn't decide whether to laugh or leave and quit science forever.

"A radioactive spider?" He shook his head, "Is that the best you could come up with?"

Peter looked annoyed, "I'm not making it up! It was hit with this ray-thing, and it bit me."

Bruce rubbed his face. This was crazy. This was Peter! How could this kid possibly be the one going out beating up criminals every night? Even though Bruce had been the one to figure it out, he still had a hard time believing it. "Show me."

Peter sighed, then got up from the bed. He looked like he was trying to decide what to do, before he just jumped up to the ceiling, where he stuck. Bruce almost fell off of his chair.

"Holy-"

"You good, Bruce?" Peter asked, a hint of mockery in his voice.

"How are you doing that?" Bruce asked, looking up at the boy. Peter walked over to a wall and sat halfway down it, with his feet clinging to the wall, and his legs bent over them. He leaned on his knees and said, "I… don't really know."

"So you just...stick?"

"Basically." Peter replied, embarrassed. "Any other questions?"

"Only about a million." Bruce assured him. "But I'm not gonna ask them all today. I do have one I want you to answer right now, though, and answer it honestly."

Peter looked hesitant, but eventually agreed.

"Why didn't you tell anyone?"

He fell silent, and a silent war seemed to play out in his head. Finally, he closed his eyes, and almost whispered, "I didn't want to hurt anyone."

Bruce didn't know what to say for a moment. He understood the feeling but… he didn't understand why Peter felt it. "What do you mean?" he asked softly.

"I just… I know it's dumb, and I know that it's not even rational, but… I don't trust people. Because everyone I've ever trusted ended up dead." He let his words hang in the air for a moment before continuing, "Bruce, I have to leave, because if I stay here, I'll kill all of you. And the world needs the Avengers. And telling you all who I am- what I am, would only make it harder."

He seemed shocked at his own honesty. He stared at the floor, and Bruce didn't know what to say. "Peter-"

"Promise you won't tell." he interrupted. He looked him in the eyes, and Bruce saw Peter's fear show through. They were a team, and they all trusted one another. But this… this was Peter's secret to tell.

"Alright, I'll promise." Bruce relented. Peter seemed to relax (Which looked weird for a guy sitting on a wall), until Bruce continued, "On one condition."

"What is it?" Peter asked nervously.

"You don't leave." Bruce said, "You stay here where I can keep an eye on you, and maybe help you with those battle wounds. If you go, then I'll tell Tony so fast your head would spin."

Peter bit his lip, then nodded reluctantly. "Fine. You know, you're pretty bossy."

"I guess it come with the territory." He joked, and glanced at the clock on the wall. It was eleven at night. "Well, I think a growing spider needs his sleep. I'll be going."

Peter nodded, "Thanks, Bruce." He dropped from the wall and walked across the room to his bed.

Just before he left, Bruce turned to Peter one last time, "Oh, and Peter?"

"Yeah?"

"That thing with webbing Tony in the face today? That was beautiful." Peter gave a snort of laughter as the door closed. Bruce walked to the elevator with a heavy heart. He had never intended to get this close. He, like Peter, had a hard time getting close to anyone. But he just couldn't help himself. Peter had a way of making you love him, even if he was trying his hardest to get you to stay away.

He had so many questions, so many uncertainties. But as long as Peter was here… he supposed those could wait until another day. After all, he had plenty of time.

Right?


	8. Here Comes the Bot

Oh, God. Oh,  _God._  He wasn't ready for this! He had thought he could do this, but now that he was here… Oh God.

He loosened his tie and leaned against the wall. What had he gotten himself into? In ten minutes, he was supposed to walk out there and marry Pepper. Was it hot in here? He had to get a drink. His throat was so dry. He rushed to the bathroom of the church he was at and splashed water on his face.

He looked at himself in the mirror and wasn't happy to find he looked like shit. What was he gonna do? Pepper was ready, and everyone was waiting for him. Could he crawl out the window? He placed his face in his hands and groaned.

At that moment, the door to the bathroom opened, and Tony heard someone come up behind him.

"You okay?" Steve asked. Tony straightened up and grabbed some paper towels.

"Yeah, I'm fine." he said as he dried off his face.

"No, you're not." Steve corrected him.

"How did you get that idea?" Tony rolled his eyes.

"Listen," Steve said calmly, "Do you wanna talk about it? I promise it'll help."

Tony sighed. He wasn't really the 'talk about it' type but… he couldn't go on like this. "It's just… once I do this, I'm committed." Tony sighed, "There's no changing my mind, or taking it back. I've always been able to drift. Now… I'm giving up my freedom. I love Pepper but, what if I'm doing the wrong thing?"

Steve shook his head. "No, that's not right. I know you, Tony, and I know that when you asked her to marry you, you'd already gotten past that. You know that. Now, tell me the truth."

Why did Steve have to be so intuitive. It was pretty annoying. But he was right. All of that stuff was going through his mind, sure, but it wasn't the real problem.

Tony looked at the floor. "What if I can't do it? I'm gonna let her down."

Steve put a hand on his shoulder. "No, you won't."

"How do you know?"

"I know you, remember?" Steve smiled kindly. "And I know how you are. Once you make a promise, you never break it."

Tony shook his head, "Do you know how many women I've slept with?"

"You weren't married then. And, in all honesty, you weren't really mature either. But now? I know you'll do well." Steve reassured him, and Tony was surprised to find he really did feel better.

"Thanks, Cap." Tony took a shaky breath.

"No problem. Now get out there and knock 'em dead."

Side by side, they made their way to the sanctuary. They opened the doors to find the room relatively empty. They had decided it would be better to invite only friends and family, because a public wedding was both dangerous and would be less meaningful. On the bride's side, there was a troop of red-headed guests, who tony could only guess were Pepper's relatives. Tony didn't really have any family (That he liked enough to invite, anyway.) but his side was packed nonetheless, with friends.

All of the Avengers were there, and Peter, who he was quickly considering part of the group. After all, the kid had been living there for over a month, and was a pretty good assistant. Nick Fury had gotten a very clear uninvitation, but there he sat, silently looking over the room like a hawk. But even that couldn't deter Tony from his route up to the altar, where Rhodey was waiting for him.

"About time you showed up." Rhodey joked, "I was starting to think you jumped out the bathroom window!" Was he really that predictable?

"Nah, I figured I should probably show up to my own wedding." Tony replied coolly, taking his place beside him. Steve sat down and gave him a thumbs up, which honestly looked pretty lame, but Tony appreciated the gesture.

Suddenly, the organ started to play, and the doors in the back opened. The crowd stood, but Tony didn't even notice, because his eyes were on Pepper.

She looked… like a goddess. Her hair was intricately curled, but still fell gracefully over her left shoulder. Her dress was nothing too fancy, just a white sleeveless that went down to her knees, but on her, it was the most beautiful gown to ever be worn. And- just… everything about her was the picture of perfection. Beneath her veil, she absolutely glowed.

In both an eternity and a second, she was stood in front of him, and he couldn't stop staring. She took his hand, and spoke, shaking him out of his stupor. "Are you ready for this?"

Just minutes ago, he didn't know how he would have answered that. But now, as he looked at her… "I've never been more ready for anything."

She smiled softly at him, and the priest began to talk, but Tony didn't care. He and Pepper were the only two in the world, and that was fine by him.

"Do you, Pepper Potts, take this man to be your lawfully wedded husband?"

"I do."

"And do you, Tony Stark, take this woman to be your lawfully wedded wife?"

"I do."

"Then I pronounce you, man and wife. You may kiss the bride."

He lifted her veil, and kissed her to the cheers of the crowd, and the renewed music and wedding bells.

It was the best moment of his life.

* * *

Peter cheered with the rest of the congregation when the moment came. He had really gotten to like Tony these past weeks, and he was happy for him. There was no way anything could ruin this perfect moment.

Then his spider sense went off like a shot, and Peter jumped slightly. What now? He gazed around the room, looking for anything out of place, but everything seemed fine. But the pain at the base of his skull remained, and Peter grew more uneasy.

"Hey, Pete?" Bruce said as he shook Peter's shoulder, looking worried, "What's wrong?"

Peter sucked in a breath and tried to calm down enough to explain. "Something's happening."

Bruce cocked an eyebrow, "What do you mean?" That's right. In the past week, he had given Bruce the basics, but they hadn't had much time to talk about his powers with Tony constantly harassing everyone in the Tower about wedding preparations. He totally forgotten to mention his spidey sense.

"I have a sort of a… sixth sense." Peter explained quietly, as to not be overheard, "Whenever something dangerous is about to happen, or I need to react to something, it'll warn me. It's how I dodge bullets and know someone's going to throw a punch before they do."

Bruce looked around now, also looking for danger. "And it's saying something now? What is it telling you?"

"It's more like a sharp headache than a real warning, but it isn't shutting up." Peter replied.

Bruce simply nodded. "What do you think we need to do?"

Peter ran a hand through his hair. "There's really nothing to do right now. I mean… sometimes it happens over stuff going on across the city, or for kinda small stuff. If it hasn't happened yet, it's probably nothing too bad."

It was a lie. His head was practically split in two by now from the growing pain, which meant this was serious. But this was Tony's wedding, and he didn't want him to have to worry about a super- threat today.

"You sure?"

"Yeah, I'm sure." Peter tried his best to look casual. Bruce still looked skeptical, but he decided to drop it. After all, he knew how hard it was to reason with the teen.

Peter kept his eyes open as the group moved on to the after-party, but even with his advanced senses, he didn't see anything amiss. He would have just let it go if not for the constant pain his spidey sense was giving him.

They went to a high-class dining hall, with high ceilings and crystal chandeliers. Honestly, it was way too fancy for Peter's comfort, but it totally fit Tony's extravagant nature. They all sat down at their assigned tables, and dinner was served. Too fancy. Steve was sat next to Peter, and he seemed to agree.

Soon following the meal, Rhodey stood and tapped his glass, calling the attention of the whole hall.

"Can I have your attention please?" he began, "Okay, let's get something clear. When Tony asked me to be his best man, I had no idea what I was getting myself into. I thought I just had to help with the planning a bit and show up in a suit. About a week ago Pepper told me I would have to give a speech. So if I pass out, blame Tony for not telling me." he had earned a few chuckles from the crowd, and Peter himself grinned. Classic Rhodey. Peter had met him a few times, and he was always quick with a joke.

He continued, "Honestly, though, I'm so glad to be here today. My main man, the best man I've ever met, has finally committed! I never thought I'd see the day. Y'know, I really am amazed at how far he's come. But let us not forget where he came from! I was informed a part of the best man's job was to tell some embarrassing stories about the groom. Let's start with about four years ago-"

As Rhodey began his story, Peter's spidey sense gave a particularly violent pang, and Peter had to use all of willpower to stay in his seat. ' _What is that?!'_  he thought to himself. He couldn't just leave, not during the speech, so he sat there in extreme pain, trying his best to concentrate. He noticed Bruce looking at him in concern, but he didn't tell him anything.

He didn't even listen, and at the end, he stood and clapped with the rest as more of a reflex than as a show of his love for it. He muttered something about the bathroom, and walked out as quickly as he could.

He slammed the door and locked it behind him. Oh, god. His breaths came in quick succession, and he was in a cold sweat. He grabbed his splitting head and moaned, "Shutupshutupshutup! There's nothing wrong!"

Then he heard it. The sound was faint, and a normal human would have never noticed. But Peter heard everything. It was a distant scuttling, like some kind of… metal crab? Peter followed the sound to a nearby vent, which was set about seven feet from the ground, near the ceiling. He made sure the bathroom was empty, then crawled up the wall to peek inside…

Before he could comprehend it, a strange robotic creature launched right onto Peter's face. His instincts took over and he jumped back before it could latch on, but it stuck its spindly legs into his shoulder, and he let out a hiss of pain.

He jumped up onto the ceiling as he tried to swat at the machine which, upon closer inspection, looked like a four-legged daddy long legs. It was too fast, however, and scuttled up his neck.

"Augh!" Peter cried as it scratched his scalp. He reached to grab it and it leapt onto his hand, then crawled down his arm. He tried to shake it loose, and grabbed for it, and ran around the ceiling like an idiot, but nothing worked to get rid of it. Finally, it crawled onto his back, and he let himself fall to the floor face up. He heard and felt the satisfying *crunch* as it was crushed.

"Ouch." he mumbled, and he spent a few minutes just sitting there, catching his breath. Soon, he stood and found the limp remains of his attacker. He wanted to throw it out of a window at high speeds, but he had to know what it was. He scooped it up and wrapped it in paper towels. Then, he shoved it in his jacket pocket and fixed his hair in the mirror.

On the plus side, his spider sense seemed to have calmed down, and was now only a dull ache. Peter could deal with that, he supposed, and he went back into the sense-frying fray of the wedding guests.

* * *

"Why did you have to crush it?" Bruce asked, looking at the destroyed bot. Peter had brought it to him to look at the morning after the wedding.

"Oh, I'm sorry I wasn't worried about preserving it while it was trying to eat my face!" Peter scoffed sarcastically.

"Well, now it'll be hard to study. Are there any bits missing?" Bruce sighed.

"Uh, it had four legs." Peter ran a hand through his hair, "Plus I found a bit of metal in my back, but it's mostly there."

Bruce groaned, then picked it up. "Is it why your- um, sense thing was bothering you?"

"I call it my spidey sense, and it did hurt less after I killed it." Peter replied.

"What do you mean 'hurt less'?" Bruce shot him a look. "How bad was it hurting you?"

Peter glanced at the floor. "It was just a headache. But after this thing went down, it was more of a dull ache."

"What does that mean?" Bruce asked.

"Uh, well, I think it means that the big danger was passed, but there was still something wrong." Peter said, unsure. He'd only had these powers for a few months, so he wasn't quite an expert yet. Of course, he was a lot more of an expert than anyone else.

Bruce nodded. "That makes sense. So what do you think was wrong?"

Peter shrugged. "No idea. But it probably has something to do with this thing."

"Well, let's get to work, then."

* * *

" _Well, let's get to work, then."_

_The man in the shadows frowned. He had rather liked that bot. Of course, it had turned out to be the lucky one that had led him to the one and only Spiderman._

_There might have been simpler ways of tracking him down, but he had already built many of his minions to roam the city, so setting a few hundred on following every Peter in New York wasn't that big of a deal._

_How weird was this? There had just so happened to be a Peter in the Avengers tower, and he had just so happened to be Spiderman. They must have taken the man into their home to keep an eye on him due to his alter-ego._

_It was also strange that he was so… young. How had he been so formidable in battle against him? Even better, how had young Peter managed to defeat him? It was ridiculous!_

_He sighed and leaned back in his chair. Well, now he knew where he was, so there was no rush. After all, he had to get this right. He would plan it out carefully._

_So far, his biggest concern was the tower. It would be in the way the most, with all of its security. What if-? Well, he'd think on that later. For now, he would wait, and watch._

_Then he would strike the spider when he least expected it._

* * *

"So, Tony, I wanted to talk to you." Pepper said from beside Tony in their bed. Married for a week. This was great.

"Yeah?" he asked, looking at his Stark-pad. He had some schematics pulled up that he wanted to review before he worked on his new flying car the next day.

"When do you think we should start trying to adopt?" she asked.

Hmm. That was a good question. "I don't know if I'm ready for a baby Pep.' Tony said nervously.

Pepper snorted. "Tony do you really want to start with a  _baby?_ "

"Uh, I thought that was how humans started." he replied sarcastically.

"You do realise that since we're adopting, we can skip the whole diaper and spit phase, right?" she stated simply.

"I hadn't even thought of that." Tony said, deep in thought. "Do you want to do that? Or do you want to go from start to finish?"

"I really don't mind either way, but I thought you would probably like to get straight to the fun part." Pepper said casually.

"So we get to pick?" Tony was starting to see all of the possibilities. "We get to decide what kind of kid we want, from gender to hair color. Sounds like the Sims."

Pepper laughed, "Yeah, we can make sure they're the kid we want. Not that we would love them any less if they grew up to be different than we thought."

"So, boy or girl?" Tony asked.

"Hmm. I say boy. A boy would probably have an easier time with the Avengers, not to mention working on your cars. I assume he will be doing that?" Pepper looked at him questioningly.

"Sounds good to me." Tony grinned, "But he has to be smart. Like, a total nerd, so he can science with me, Bruce and Peter."

"Peter?" Pepper looked surprised, "I thought you were just having him do coffee runs. With me, he's been mostly doing small paper-work. Is he really any good with that advanced stuff?"

"Oh, yeah." Tony nodded, "The kid's a natural. In fact, I think him and Bruce have been doing extra science behind my back."

"Any other requests for who we should be looking for?" she asked.

"Hmm. I want him to at least look a little bit like me. You know, for ego purposes." Tony added. "Oh, and a sense of humor. Not some tightwad nerd who thinks he's better than everyone else."

Pepper nodded, "Alright. So we want a boy with white skin and brown hair who is a genius nerd, but not a conceited nerd, and can handle living with the Avengers." She rolled her eyes. "Well I'm sure  _that_  won't be hard to find."

"Yeah, okay that might be a little hard to do. But it can't hurt to look." Tony shrugged.

Pepper went quiet and Tony started to wonder what was wrong. "Pepper? You good?" he asked.

She simply looked ahead. He was about to say something else when she spoke again. "Tony. We are  _such_  idiots."

He as taken aback. "What do you mean?"

"God, Tony, don't you see?" a small smile grew on her lips. "Where on Earth could we find a kid like the one we just described? How on Earth are we going to find anyone, let alone an orphan, who would fit that description?"

"Are you gonna explain or not, Pep?" Tony said impatiently.

She just looked at him for a moment, looking annoyed, before she sighed and rolled over. "You'll figure it out in a minute, Tony. For the record, I'm cool with it."

"Oh, c'mon Pep, just tell me!" Tony whined, but it was no use. He soon gave up and thumped back against his pillow. Whatever. She'd tell him eventually.

But Pepper knew he would get it soon. Sure enough, just as he was drifting off, it hit him, and he bolted upright in bed.

" _Oh!_ " he said. Of course. How could he have missed it?


	9. Bow and Error

Two months. He had been living there for two months, and he had only meant to stay the night. Peter mainly blamed Bruce, but in a way, their agreement gave Peter some peace of mind when he considered the fact that he should have left. It was like, "Oh, no. Now I have to stay in the luxury tower with the Avengers and do science with my childhood idols. Oh, no."

It was a little hard to sneak out to be Spiderman, but JARVIS seemed to want to help. Any time he came back injured, the AI would tell Bruce for him, and whenever he had a particularly long night, JARVIS would be sure to have a plate of cookies left on his desk.

Peter had no idea how he did it, not having any arms, but he appreciated the gesture.

That day, Peter had to run errands for Tony all across the city. 'Well, no harm in taking the high road." He thought. So that's how he ended up there, stumbling along with his suit and skin in shreds, carrying Clint, as Peter bled out.

Okay, maybe there was some other stuff going on that day.

Peter had been in his costume, swinging around the empire state building when he got a text from Tony. He landed on a nearby building (Never text and swing! Peter had learned that the hard way…) to see what it said. 'Team is going on a mission. Problem with helicarrier. Be back later' On a mission? Without Spiderman? Well, he'd just have to fix that.

Peter, like all New Yorkers, was familiar with the famous SHIELD helicarrier. It could occasionally be spotted flying around, or docked way out on the ocean. That morning, however, Peter had managed to attach some webs to it and swing underneath. He had noticed the agents that sometimes tried to track him, and he always shook them off, so it felt fun to rub it in Fury's face by swinging from his homebase.

He hurried to where he had seen it earlier, shocked to see it was now on fire. "What happened? I swear, I left for an hour, and now everything's on fire!" he cried as he latched to the bottom. In an instant, some kind of huge guns sprouted from panels in the metal, and aimed right at him.

"Woah, woah, woah!" Peter dodged the first volley of bullets, "I'm here to help, I swear! Stop it!" Surprisingly enough, they didn't. He ran at them, spinning and twirling to avoid the ammunition, until he was right in front of the first one. He reared back a fist and punched it with what he thought was enough force to damage it.

Of course, he hadn't been doing the whole super-strength thing for too long. As in, he may have miscalculated and punched it so hard it detached from the ship and fell to the ocean below. 'Whoops.' he thought, then he moved on to the other ones, hitting them significantly softer.

Once he was done with them, Peter moved on, crawling on the underneath of the aircraft until he got to the edge, and crawled along the wall. After what felt like an eternity, he hopped onto the deck, and was almost knocked right back off by a guy being thrown at him.

Peter managed to web the guy before he fell to his death, and pulled him back up. He had passed out, so Peter just left him on the deck and moved on to find out what had thrown him. It didn't take long.

There was a ten foot tall man made of sand rampaging and wrecking havoc. He was surrounded by SHIELD agents with guns, but the bullets had no effect on him. Peter had fought him before at his school, and all he had to do was suck him up in an industrial vacuum cleaner. Sadly, there was no vacuum to be found. He would have just stayed back and figured something out, but Sandman chose that moment to envelope two agents in the suffocating sand. Peter had no choice but to jump into action.

"Hey there, you son of a beach!" Peter leapt into the air and kicked him in the jaw, unfortunately, Sandman had hardened it into a rock-like jut, and Peter cried out in pain when his foot struck it. That sucked! Even worse, all he did was crack his face, which instantly reformed.

"Is that the best you've got, spider?" Sandman crooned. He stepped toward Peter and, thankfully, away from the agents. Peter jumped aside as a giant sandy fist came down where he was just standing.

"Hey! I've been waiting to use that one since the last time we fought, and you're not even a little impressed?" Peter called, pouring webbing onto the tropical villain. He only seeped through the fibers.

"No! Besides, it wasn't even all that good." he shot back. Then he really shot back, spewing sand at Peter.

"Really? Are you shore?" Peter called as he dodged.

"Fine, I'll give you that one." Sandman smiled as he nailed Peter in the gut with a volleyball sized blast of sand. That was the good thing about Sandman, he was actually a pretty cool guy. You know, when he wasn't trying to kill you or anything.

The force of the blow sent Peter skidding across the asphalt, and he groaned as he hit a wall. Yeah, definitely cooler when he wasn't trying to kill you.

"Ugh. Can you be dune already?" Peter grunted. He staggered to his feet and charged back at Sandman.

"Okay, enough with the puns!" Sandman growled, swinging at Peter, and missing by inches.

"I don't know." Said a familiar metallic voice, "I thought they were kinda funny."

"No way, tin-head!" Clint called as Tony set him down, "Puns aren't acceptable, and you know it!"

Steve ran forward with Nat, and threw his shield at Sandman's gut, only for the sand to sift out of the way. "You're just upset that he's more clever than you, Clint." Steve said, catching his returned shield.

Thor threw his hammer at Sandman's face, but when it exploded, it just reformed again. "Tis true!" He proclaimed, "The Spider's wordplay is a fine example of wit!"

Sandman raised another giant fist, so Peter attached a web to it and swung up and around his hand. When he saw what Peter was doing, he was forced to let his fist become granulated again. "No, he's not! Anyone could make sand jokes." Clint protested as he shot an arrow through Sandman's eye.

"Oh yeah?" Peter called from the pile of sand he had landed in, "Let's hear it, then!"

"Enough!" Sandman roared. Someone was getting tired. The heroes fought for a few minutes, getting in only a few hits, while Sandman tossed them around like toys. Soon, though, he was moving slower and had a harder time controlling the sand. He knew he wouldn't last much longer, so he let himself melt into a pile, and made his way to the edge of the ship.

"Oh, shit!" Tony swore, "Don't let him get to the edge!"

"He's sand!" Clint cried, running uselessly after the pile.

"Thor!" Peter called the god to attention, "Hit him with some lightning!"

Thor looked confused, "Why? He is no mere mortal, I fear it makes no impact to shock bits of rock."

"Just hit him, Thor!" Natasha yelled. At least she got it. Thor raised him hammer to the sky, and just as the sand got to the side, a long arch of lightning raked its fingers across Sandman's disassembled body.

Peter closed his eyes, blinded by the bright light. Ugh. All of his senses had been dialed up to eleven, so it was worse than it would usually be to stare at lightning. Fortunately, he could still see once the light died down, and he was glad to see that his plan had worked.

Instead of a man made of sand, there was a half-melted man made of glass, stuck in the moment he was crouched to jump. He had almost made it. Peter allowed himself to release a breath he didn't know he was holding, and sat down on the ground. Sandman had gotten a few lucky shots, but he was mainly tired from all of the dodging bullets and saving agents and thinking of puns.

"Nice job, guys." Steve grinned

"Don't think it's over, yet." Natasha warned, "There's a reason he was able to get loose. Something must have happened."

"What're you-?" Clint was interrupted by a low rumble. Peter jumped to his feet as his spider sense blared, and he looked around frantically for the source. Within moments, however, it stopped, and Peter's senses calmed as well. That had never happened before…

"Uh, should we look into that?" Peter asked, and the Avengers turned to look at him.

"Where did you even come from?" Steve asked, his brows knit in confusion.

"Oh, I was just- you know, dropping in, and, well-" Peter spluttered. He had such a way with words. "It doesn't matter, let's just go! There's no time for this."

Peter didn't need a special sense to know that Tony was rolling his eyes beneath his face-plate. "Whatever. C'mon, guys, let's just finish up here so we can go bowling."

They walked across the tarmac to a set of doors set in a slanted wall.

"Does anyone know what the trouble is?" Clint asked.

Natasha shook her head, "No, we were just sent a distress signal. I'm guessing whoever sent it didn't have a chance to say anything before they were discovered. There could be anything in there."

Steve shifted uncomfortably on his feet, "Well, I hate to say this, but I think we need to split up. This place is too big to cover as one group."

Tony nodded from within his suit, and Steve continued, "Alright, me with Tony, Natasha with Clint-"

"Hold up!" Tony interrupted, "No, I think Natasha should go with Thor."

"Why?" Clint crossed his arms and glared at Tony, "Are you suggesting-"

"C'mon, Clint! Who do you think you two are fooling when your coms go out during slow missions?" Tony drawled. Clint went bright red and spluttered like an idiot, and Natasha rolled her eyes.

"C'mon, big guy, you're coming with me." She said as she dragged Thor toward a different set of doors.

"So I have to go with this joke?!" Clint cried. Okay, rude.

"What's that supposed to mean?!" Peter asked, offended.

"I would love to see how this plays out, but I really think we should get in there." Tony said. "Whenever any of you find anything, let us know."

And with that, he and Steve headed into the helicarrier, leaving Clint to glare daggers at Peter, who stood there awkwardly for a few seconds.

"Well, shall we?" Peter gestured to the door, and with a final dirty look, Clint spun on his heel and stormed in.

They walked along in silence for a few minutes, saying nothing. This was especially hard for Peter, because he usually talked almost nonstop. Eventually, the quiet became too hard to deal with, and Peter figured he had to break it. "So, uh, you're into arrows?"

Clint only grunted in reply, so Peter continued, "I mean, I guess it's pretty obvious, what with the archery and all, but I don't know, I guess it could be that you just happen to be good with that weapon and you don't really like it all that much. Like, spiders are okay, but if I had to choose-" Clint snapped. He spun around and slammed Peter to the wall, and Peter didn't even try to stop him, he was so surprised. This was his bro. But Clint didn't know that.

"What is your deal?" he seethed.

"What do you mean?" Peter asked, confused.

"Who runs around in blue and red spandex and fights crime? Like, how does that sound okay in any context? Not to mention the whole spider motif, which is really weird by the way!" Clint ranted, "Also, that stupid mask! Why do you get to know who I am, but nobody's allowed to see who you are? How can you expect me to just trust that you'll do your part? People die doing this! So who do think you are?"

Peter was in shock. After a few seconds, he replied, "I'm sorry, Clint. I really am. But you gotta believe that I'm just trying to help. And if I'm annoying you or if I've offended you, I didn't mean it, really. I'm still getting used to this whole superhero thing, so… I'm sorry, alright?"

Clint stared at him for a moment, then his shoulders slumped and he heaved a sigh. "How old are you?" he asked. "Because you sound really young, kid."

Peter didn't know what to say, which was just as well, because his spidey sense went off at full blast, and he had just enough time to grab Clint, yell, "Look out!" and jump onto the ceiling before they came around the corner.

Oh, God. Chitauri. Dozens and dozens of Chitauri.

Peter hadn't seen them since the battle of New York, when they had attacked the city, and Peter wasn't even Spiderman yet. Many of his classmates were still in therapy because of it, and Peter would probably be shaken by it as well if not for all that had happened in the past few months.

Peter shoved Clint into a nearby air-shaft and crouched close to the ceiling, which was a good few feet above the aliens. Luckily, they hadn't been spotted yet.

"Holy, shit!" Clint murmured. "Guys, I think we found the problem."

"Same." Tony shouted over Clint's ear-piece. Why, thank you, spider hearing!

"What's going on?" Peter whispered to Clint, "How are they even here?"

Clint relayed the question, and Cap shouted back, "I don't know what's going on, but we did manage to piss about twenty of them off!"

"Do we engage them?" Clint asked.

"Do they know you're there?" Natasha grunted. Apparently she was fighting as well.

"No, Spidey shoved me in an air vent and stuck to the ceiling before they saw us. They're walking under us right now." Clint stated.

"Then I'd suggest *Oof!* finding out what's going on. Engage only if you have to." Steve commanded, "They seem… different from last time."

"Alright, we'll do that." Clint said, then turned to Peter. "How long can you stick to stuff?"

"Uh, I think as long as I need to, but what did you have in mind?" Peter replied nervously.

"I want you to go over there and follow them. If one of them sees you, stay on the ceiling. They can't really do much from the ground. I'll be in the vents and taking them out from a distance. Understood?" Clint looked serious, so Peter simply nodded and started to follow them.

They led him through a twisting maze of corridors, and Peter could hear Clint in the vents, following them. It was going pretty well until they came into a wider space, which looked like a control room. People, who Peter could only assume were SHIELD agents, were crouched in hostage positions all around the room. Oh, no.

There was a ripple of quiet panic as the chitauri entered, and Peter saw a lot of things at the same time. He saw a woman rocking back and forth in the corner, tears running down her face. He saw a man lowering a phone from his ear, whispering "I love you." and hanging up. He saw another woman, a blonde, crawl beneath a desk. He saw a man praying. Finally, he saw one of the chitauri soldiers tense and raise his gun to point at a random agent. Not a random agent. A person. A family member. Someone else's uncle Ben…

"Hey ugly!" Peter cried as he dropped on top of the alien that had raised its gun. It collapsed beneath him, but Peter's action had drawn the attention of the other thirty soldiers. Oh, shi-

It was a blur. Peter had so many strange guns pointed at him, so many eyes on him, and so many gunless aliens lunging at him. So he didn't even try to think his way out of this one. He let his instincts take over, and he was soon a whirlpool of punching and dodging and kicking and throwing and rolling. At first, it seemed to work. They had been caught off-guard, and Peter really was strong and fast. Still, no matter what he did, Peter just couldn't get any of them to stay down.

They almost reminded him of zombies, the way they would get hurt and keep going. One of them even lost an arm and didn't slow down! But Peter wasn't a zombie. One of the plasma blasts from their guns had grazed his side, and he was covered in smaller cuts and bruises.

He was also getting tired, but he continued to fight, if only to keep their attention on him. He webbed a few of them to the ground, where they squirmed violently, and Clint was nowhere to be seen, but Peter noticed all of the arrows stuck in the aliens.

It didn't take long for Peter to hear that dreadful *click*. Oh no. No more webbing. He had only managed to get half a dozen chitauri pinned down, and he couldn't even replace the empty canisters because he was a little busy trying not to die. Okay, this was officially the twelfth worst fight he'd been in.

"Running low?" Clint grunted as he fell from a nearby duct. "Same."

"Oh, now you show up!" Peter called as he punched a chitauri in the gut. "I was starting to wonder if you'd gotten lost!"

"Nope, I'm just not stupid enough to be down here!" Clint whacked one of the aliens in the face with his bow, and stuck out a leg to trip another.

"Obviously you are. This is the problem with fighting and army with arrows, you know." Peter sighed, lifting a chitauri above his head and slamming it into the floor.

"I'm just down here to restock." Clint said as he plucked an arrow from one of their webbed-up enemies.

"Whatever, man. I really think you should get back up there." Peter said seriously.

"Why?" Clint grabbed one in a headlock, "You think I can't handle myself?"

"I'm just saying, I have super powers. You have archery. Take that away, and you're a little vulnerable." Peter flipped over two advancing soldiers and kicked them in their backs.

"Speaking of vulnerable, has anyone figured out how to beat these guys?" Clint spoke up.

"I think I've got it!" a voice said over his ear-piece.

"Is that Bruce?" Peter asked Clint, who gave him a weird look.

Bruce continued, "It seems like they're all connected, like some kind of hive-mind. That's why they all went down at once after the portal closed, because whoever was controlling them lost connection. But now one of them has taken over, so they won't go down until that one is taken out."

"Which is it?" Steve asked over the coms.

"I don't know, but I would guess it doesn't look much different from the others." Bruce said hastily, "God, why did SHIELD have to mess around with them?"

"Well, I guess it's better than nothing." Natasha sighed. They all sounded so tired…

"Alright, let's find that son of a *oof!*" Tony's com went out, and Peter fought down his panic. Tony was fine. Everything would be fine. Still he wanted to find the controlling chitauri before any more damage could be done. He and Clint fought back to back, both trying to give fatal blows to every warrior.

Then Peter's spidey sense went off, and he turned just in time to see Clint get stabbed. The chitauri had been aiming for Peter's back. Clint had jumped in the way, and now he had a sword stuck through his gut.

"NO!" Peter leaped up and, without thinking, grabbed the alien's head and snapped it to the side. It fell to the ground, but soon was stumbling back to its feet. Peter didn't even care, because Clint had fallen as well, and was sitting in a growing pool of blood, groaning.

Peter knelt beside him, "Nonononono, Clint! You're fine, you'll be fine, don't worry! I just, here, let me-" He grabbed the hole in Clint's abdomen, trying to keep on the pressure.

"No, kid." Clint grunted weakly, "I'm fine, you gotta take care of those guys!" Right on cue, one of the aliens slammed into Peter, and he was forced to stand and fight it off. He couldn't go on like this. Clint needed medical attention, so Peter needed to end this quickly. But therein lay the problem.

For the next few minutes, Peter had only one thought; protect Clint. He held a position in front of his fallen friend, putting all of his remaining strength into keeping him safe. Somewhere in the haze of the fight, Peter saw more chitauri pour into the room, and he almost let his knees buckle. He wouldn't last much longer.

Then he saw it. Two years before, he had read Ender's Game, a book about fighting aliens. And some other stuff. But he remembered how the enemy ships had been described. They moved in a pattern, and seemed to radiate from the one ship that mattered. The hive-mind. The queen.

If these were like those aliens, and they reacted in a pattern… he saw it. The hive-mind. It looked no different from the others, and was even moving much like them, almost as if it was hiding its authority over them. But it was detectable, the way an order would ripple through the ranks around him, like his mind was washing over them in a wave. He was doing this. He was the reason people were getting hurt.

A feeling like red rage gripped Peter, then it was washed white with a cool sense of protection. He could finish this. He could save Clint. He had to. After all, his team was in danger. Or were they more than a team?

He left his position in front of Clint to attack the hive. Oh, that's a good name! Okay, so he jumped toward him, and it was like all of the chitauri suddenly lost all sense of self-preservation. They targeted Peter with the vigor of a mother protecting her child. Peter kicked. And punched. And got kicked and punched. He got a sword through his thigh. He got dragged to the ground, and forty aliens swarmed him, ripping, tearing, biting and scratching. He didn't know where his costume ended and his shredded skin began. A sound that couldn't be human ripped through the air, as Peter screamed in pain. Was that him? He didn't know where he was. Oh, God, uncle Ben? Aunt May? Is that you-?

Then it was over. He didn't know how it happened, but in that moment all of the aliens fell limp on top of him. They were dead. How-?

"Get up, Spidey." Clint grunted. Peter shifted the chitauri off of him in order to climb out of the pile. There was so much blood, red was everywhere… wait, did chitauri have red blood? Oh, yeah. That was his.

"Are you okay, Clint?" Peter panted.

"ME!?" Clint cried, and Peter saw his pale face, partly from fear, partly from blood loss, "Kid, you look like ground beef." He was right. Almost all of his suit was gone, and the part that was left was soaked in blood. Thankfully, his mask had survived with only a large portion cut away from the back.

"What happened?" Peter ignored Clint's concern.

"While you distracted the other guys, I got the main one." He waved his bow in the air and Peter turned to see the Hive laying on the ground, an arrow through his face.

"Good, now you have to get medical attention." Peter tiredly stooped down to carry Clint, but Clint held up a hand to stop him.

"No way. You're not carrying me when you're worse off than I am." He said seriously.

"Can you stand?" Peter asked.

"Yeah." Clint then tried and failed to get to his feet, falling to the ground with a hiss of pain.

"You've lost too much blood, now let me help you." Peter scooped up Clint and carried him out of the room. Somehow, all of the agents who had been in there had managed to escape, and now Peter had to find the sick bay on his own.

"I don't get you, man." Clint said hollowly. "You just took on forty-something chitauri, you're covered in your own blood, good God, you got stabbed! How are you still going?"

"I gotta get you to a medical center or something, do you know where one is?" Peter replied.

Clint sighed, "Take a left up here and keep going. But you need to get help, too. More than I do."

Peter shook his head. "No, I don't think so. I'd rather not let SHIELD know who I am, today. I've had worse, anyway."

"Liar." Clint spat.

"OVER HERE!" Peter called. Down the hall was a group of agents in doctor's masks and gloves. They ran when they saw the injured pair, and one of them brought a stretcher. Peter laid down Clint and turned to the head doctor. "Take care of him, okay?"

"Spidey, you have to get looked at! You'll die any minute now if you don't." Clint said, now slipping out of consciousness.

"I'll be fine. See you around, bird-brain." Clint couldn't do anything as the vigilante turned and walked away, already popping in new web cartridges to swing back to the tower. Peter just hoped he didn't die before he got there.


	10. Out of the Shadows

"What the  _hell_ , Peter!" Bruce rubbed his face, smearing a bit of blood on his cheek.

"Will you stop saying that?" Peter sighed from his spot on the examination table. Next time, he was just gonna patch himself up.

"I'm sorry, but seriously, what happened up there? None of the others got this hurt." Bruce picked up another roll of bandages and set to work on Peter's stab wound.

"Uh, Clint got pretty hurt." Peter protested, "Besides, they all got looked at on the helicarrier. I couldn't do that."

"Why, not? Why are you even still bothering with this whole secret identity thing? You know it would be easier if you just told them." Bruce dabbed the wound with disinfectant, and Peter hissed in pain. He gripped the sides of the table, and they crumpled slightly under his fists. Bruce cocked an eyebrow at this. "Not to mention they could train you better."

"I know, I know. I just… I can't, okay?" Peter breathed as the stinging pain subsided.

"Why not?" Bruce wrapped Peter's side and moved on to the wound on his leg.

Peter only shrugged. He knew Bruce was right. Honestly, he would love to come clean, but he still had that nagging feeling in the pit of his stomach. He knew it didn't make sense, and that it would probably be fine, if not better, if they knew the truth. But that would be trusting them with his biggest secret. That would be so selfish of him. They would get killed, like everyone he got close to, and then he would be all alone again, and-

"Peter?" Bruce paused from his work to look at the troubled teen. He waited for an answer.

"Bruce, you know why." Peter closed his eyes and shook his head.

Bruce put a hand on Peter's shoulder, which kinda hurt because of how scratched up he was, but was reassuring nonetheless. "Peter, I know it's hard, and that you don't want to let yourself get close to us, but take a look around. You already have."

"What do you mean?" Peter looked at Bruce's kind face.

"Peter, we all care about you. We all want you to be safe, and happy. Can't you see that? Steve once told me how much he admired you. And Tony! I think he thinks you're his son, or something! I know I was telling you to stay, but come on, I don't think any one of us would have let you leave if you tried." Bruce smiled, and Peter knew he was right.

"I tried so hard not to let that happen." Peter mumbled.

Bruce chuckled, "Well, you may be pretty talented kid, but you kinda suck at that. But I think that's a good thing. So will you stop acting like you could leave, and just tell somebody already? Really, it sucks to have a lab partner that can do what you can and not even be able to use it when Tony's around."

"Do you think they'll be mad?" Peter asked. He supposed it was time to come clean.

"Nah." Bruce dabbed at the side wound again, "I mean, they might be a little upset that Spiderman's a fifteen year old kid who's been living with them for the past two months with nobody knowing, but they'll get over it. Want a word of advice, though?"

"What?"

"Tell Tony first. He has something he wants to tell you, too." Bruce said vaguely.

"Any chance you'll tell me what that is?" Peter asked half-heartedly.

"No, I think this is something he needs to tell you himself." 

* * *

Tony finally finished with the situation on the helicarrier and got back to the tower around midnight. He had gotten away mostly unscathed (thank you, armor!) but the rest of the team had been pretty beat up. Tony and Steve met up with Natasha, Thor and Clint in the medical center.

"Ah, it is good to see you are well and upright, comrades." Thor smiled at them. He looked like a puppy that had run away a week ago, and was now back and ready to play despite looking like trash.

"Hey, guys. Everyone alright?" Tony panted. They had come from all the way across the helicarrier, so Tony was now officially exhausted.

"Yeah, except Clint-" Natasha was cut off by Clint who yelled, "No!" from a nearby stretcher.

"I'm fine, it's Spiderman I'm worried about!" Clint explained, despite not looking fine.

"Where is he, by the way?" Steve looked around, almost as though he expected to find the wall-crawler hanging out nearby.

"I don't know, that's the problem!" Clint rubbed his face and groaned. "That jerk took on like, forty chitauri, and he had the nerve to tell  _me_  I needed medical attention. I swear, he must have a death wish or something."

" _Forty_?" Steve said in surprise, "We had trouble with thirty between the two of us! How many were you and Thor taking on?"

"About as many as you." Natasha shook her head, "What were you doing while Spiderman was fighting?" she directed her question at Clint.

"Um, I uh, I was bleeding out." Clint stammered, going red. "But I'm the one who killed the main guy, so you guys can suck it!"

"Huh, I had wondered who did that." Tony chuckled. "I'm sure he's fine. I know from experience how much he hates getting medical attention. If he was able to walk away from a fight like that, I think it's safe to assume he can take care of himself."

"Well, I admire his warrior's spirit." Thor proclaimed. "He is obviously a mighty man."

"Yeah, but not all of us heal so fast." Natasha sighed. "We should probably stay here for a little while, just to be safe."

"Nah, I'm fine." Tony claimed, "The suit took most of the damage. Besides, somebody has to fill out the report for this."

"Better you than me, man." Clint gave a wry grin.

Natasha rolled her eyes, "Yeah, he is. The last report you handed in was covered in doodles of dogs in ties."

"But they were  _good_  doodles!" Clint emphasised.

"Whatever, Thor, you coming?" Tony asked.

"No, I believe I shall remain with my teammates until they are healed." Thor sat down heavily in a chair.

"Alright, then, I'll see you guys back at the tower." Tony spun on his heel and left the room, already dreading the oncoming paperwork.

* * *

_The chitauri ripped into him, blocking out any light with the layers of their bodies. It was just dark, and all Peter knew in that moment was pain. He could hear their muffled alien voices, screeches and hisses whispering into his ears. He felt the weight of their thrashing forms. He felt warm blood- his blood- seep from nearly every inch of him, oozing into the teeth and claws of his attackers._

" _This is what you get, Peter." One of the aliens hissed into his ear, its voice oddly familiar._

_All Peter could do was thrash weakly and scream in agony. There were too many._

" _This is what happens to people who kill their families." Another whispered to him as it dug its teeth into his shoulder._

" _This is for your uncle." Yet another joined in on the fun, slashing a knife across his chest as it said it._

" _This is for your aunt." said the first. Slash._

" _This is for your mom" Slit._

" _This is for your dad." Gash._

" _This is for Captain Stacy." Slash Slash Slash._

_On and on they went, tearing into him as they listed all of the times he hadn't been enough, all of the people he'd let down. So, even though was a hero, and he had been so strong, he could do nothing but sob and shake, and wish to die. Because they were right._

_He deserved this._

_He cried out, "I'm so sorry, I couldn't save them, I wasn't there for them, i let them down, I'm so sorry! It should have been me! I should have been there, I'm so sorry-!"_

_They only laughed at him, and cut into him, and whispered his failures to him._

" _You're right." the first one said, the one with aunt may's voice. "It should have been you."_

_Peter lost himself in the pain._

* * *

Tony got back around midnight to find Bruce sitting in the living room, watching a documentary.

"Hey, green bean, what's up?" Tony made his way over to the bar and poured himself some whiskey.

"Nothing much. What took you so long to get back?" Bruce replied.

"Oh, you know, paperwork." Tony plopped down beside his bro and took a sip of his drink, "I hope you and Peter didn't have too much fun without me."

"Nah, we could never have fun without you, bro." Bruce smiled softly and shook his head.

"Good. Did Peter run those errands I gave him? I would get Christmas presents myself, but I don't know if I'll have time before next week." Tony declared tiredly.

Bruce pursed his lips and looked at the ground. "Not exactly."

"What does  _that_  mean?" Tony was now upset. It wasn't like he asked all that much of the kid. Honestly, you'd think he'd be able to do a few things for Tony as his  _assistant_!

"Well, he- he got beat up, again, Tony." Bruce bit his lip nervously. "It was… a bit worse this time."

As quickly as it came, all of the anger left Tony, soon to be replaced by worry. "How much worse?"

"Don't worry, he's fine, now. I just had to wrap up a small…" Bruce's sentence faded.

'Small what?" Tony said dangerously.

"Uh, stab wound." Bruce said quietly.

"WHY DIDN'T YOU TELL ME?!" Tony exploded. He jumped off the couch and rushed to the door.

"Where are you going?" Bruce asked, a little scared.

"To check on my kid!" Tony yelled over his shoulder as the doors to the elevator closed behind him.

He was panicking internally. He should have been there, or should have stopped all of this bullying in the first place! Now Peter had been  _stabbed_  for God's sake, and Tony was terrified. Peter wasn't his son, (Tony wasn't ready to have a kid yet, right? No rush.) but in that moment he felt a fierce protectiveness over the kid. He had to see that he was okay.

He practically ran from the elevator and didn't even bother knocking as he stormed into Peter's room. The lights were out, and in the light of the doorway, Tony could see Peter tossing and turning in his bed.

" _I sorry, so sorry, I didn't- so sorry…_ " Peter murmured as he tossed in the sheets. Tony stood there for a moment, not quite sure what to do. Then he walked up to the bed and sat on the edge of it, next to Peter.

"Hey, Pete." Tony mumbled quietly as he brushed his hand across the teen's hair. "Wake, up, kid, you're having a nightmare."

Peter's eyes snapped open and he looked around wildly, his breathing ragged and uneven.

"Whoa, whoa, hey, kid, it's me, Tony!" Tony said gently, and Peter's gaze fell on the genius. He heaved a sigh of relief, and sat up in the bed.

"Uh, hey, Tony." he muttered, rubbing his eyes, "What's up?"

"JARVIS, lights." he looked at the kid, who was drenched and looked like hell. Tony could feel the heat radiating off of him, and his hand was slick with Peter's sweat. "What were you dreaming about, kid?" he asked, concerned.

Peter blinked at the sudden brightness, then turned his gaze to Tony. Oh, God. Had he been crying? "Uh, nothing."

"Nuh-uh, you're not lying your way out of this one." Tony shook his head. "Peter, how long have you been having nightmares?"

Peter ran a hand through his hair as he sat up in his bed. "Um, a while, I guess?" He looked at his knees, which he had drawn up to his chest, in an attempt to avoid Tony's gaze.

"Peter… what's wrong?" Tony asked.

"It's nothing, honestly, Tony." Peter said as his voice cracked.

Tony had never been real good with this stuff. But… he felt like he needed to help Peter with this.

"Listen, it's nothing to be a ashamed of. Nightmares are completely natural, kid. I get 'em too." Tony said slowly, not really sure what to say, "I swear, it's easier if you tell someone about it."

Peter turned his sad brown eyes to Tony, then let out a sigh of defeat. "It's… about my family." he said almost too quietly to hear. When Tony didn't say anything, he continued, "Everyone I care about dies, Tony. My parents, my uncle, and my aunt. Even Gwen's dad. He made me promise to stay away from her, you know. He understood… how dangerous I was. I'm better off alone. That way, nobody else has to die."

Peter's voice got quieter and quieter as he talked, and when he finished he just hugged his knees to his chest and sat there in silence. Tony moved closer and put an arm around the boy's shoulders.

"That's not true, Pete." Tony said gently, "It's not your fault. I don't care what happened with your uncle, or what happened with your aunt, none of it was because of you." He pulled the teen closer, and Peter buried his face in the crook of Tony's neck. "I swear, Peter, you  _never_ have to be alone again. Understand?"

Peter sniffed, and Tony could tell he was crying. But that was okay. This kid had been through a lot, it was okay for him to cry. Tony just sat there and held him, running his hand through the kid's hair. God, he cared about this boy. When had that happened?

Tony didn't know how long they stayed there like that, but eventually Peter's breathing slowed to a steady rhythm, and Tony could tell he had fallen back to sleep. As gently as possible, he laid the teen back down against the sheets, and drew up his blanket around him. Peter looked so young, especially when he was asleep.

"JARVIS, turn out the lights, again." Tony whispered. They dimmed, and Tony stood to leave. He paused, only for a moment, in the doorway, just to make sure Peter was still okay. "And let me know if he has another nightmare."

* * *

"Now?" Pepper gave Tony a funny look. "I thought you wanted to wait. Like you said, there's really no rush."

"I know what I said it's just… I changed my mind." Tony crossed his arms and looked at his wife earnestly.

"Tony, I know he's a great kid and all, he's been super helpful with the chores around the tower, but I don't think you quite understand how serious this is." Pepper said slowly.

"But I do!"

"Then why the sudden change of heart?"

Tony sighed, "Last night… I walked into his room and he was having a nightmare. About his family. Pepper, he has nobody, nobody but us! He already lives in the tower, and I realised yesterday that-" Tony paused and ran a hand through his hair, "That he's like a son to me, already, Pep."

Pepper stared at him for a moment, then smiled and took his hand. "I know, Tony. Bruce told me how freaked out you got when you found out about the injury. But are you sure about this? There's plenty of time, if you're not."

Tony considered it. He had only been married for a month. He was in the prime of his life. Maybe he was being a little rash…

 _I swear, Peter, you_ never  _have to be alone again. Understand?_

"Pepper, as long as you're okay with it, I'm sure." Tony gazed at his beautiful spouse, and she smiled back at him.

"Alright, then." She nodded, "You wanna tell him now, or after we see about the paperwork-"

"No." Tony shook his head, an awesome idea coming to him, "Let's tell him next week, on Christmas. That would be so perfect!"

"That sounds great, Tony!" Pepper exclaimed, "That's the only good idea you've ever had!"

"Only?!"

"Well, I wanna take him shopping with me today, seeing as you didn't pick up any of the stuff I told you to, yesterday." Pepper said as she started getting ready.

"In my defense, I told Peter to get it." Tony protested.

* * *

"Director." Clint nodded to the cyclopes behind his lavish desk, known to all of SHIELD as director Nick Fury.

"Sit down, agent Barton." Fury gestured to a chair in front of him. Clint supposed he always had people sit so that he could stand above them and look cool. Wasn't the eyepatch and trench coat enough?

"Barton, what happened yesterday?" Fury asked as he glared at Clint. Wow, he had a pretty good glare for a guy with only one eye.

"Uh, I'm not entirely sure, sir. We got here after it all-"

"No, no, not the Chitauri!" Fury shook his head, "I have a whole team of scientists working on that."

"Oh, well, then what are you asking, sir?" Clint was confused. Not that that was out of the ordinary, but still.

"Spiderman." Fury leaned over his desk, his palms down on the surface, "What can you tell me about him?"

"Oh." Clint hadn't expected that. "Um, he's short-ish, and… he has brown hair? I only saw it when his mask got ripped during that fight. Other than that… I can't really tell you anything."

Fury sighed and rubbed his temple. "You're sure? There's nothing else you can tell me?"

"I'm sorry sir, but what is this even about?" Clint questioned.

"He's powerful, Barton. Maybe more powerful than anyone else I've seen. Take a look at this security footage." Fury crossed the room to a large TV set into the wall. He pressed a button, and a video began to play. It was from the day before, after Clint had gotten injured.

Clint had been there, but he was still impressed by what he saw now, no longer in the heat of the moment. Spiderman moved impossibly fast, and he moved with a grace and ease like Clint had never seen. He moved like he wasn't even putting any thought into it, and was just going through the motions. He dodged punches and other forms of attack from all sides, moving out of the way without even seeing what was coming. He must have had some kind of training.

Not to mention his strength. Clint watched as Spiderman punched one alien in the gut and sent him flying across the room. Fury was right. With all of this, it was clear that he was powerful. Maybe even dangerous.

"As you can see," Fury continued, "He was able to hold his own against forty unkillable chitauri in hand to hand combat. Either he's naturally that good, or he's had some serious training. Either way, he's dangerous."

"So what does this have to do with me?" Clint spoke up, "This is SHIELD. Why not just track him down or something?"

Fury groaned in annoyance. "Because… we can't."

Clint cocked an eyebrow, "What do you mean, can't?"

"I mean, he somehow shakes even the most seasoned agents." Fury explained, "He always knows they're there, and he always takes them on these wild chases through the city until they lose him. Once, they even walked right into a huge spiderweb. Stop laughing, this is serious!"

"I'm sorry, sir." Clint apologized as tried to stop smiling. "But I still don't see what you want from me."

"I need to know anything you can tell me about him. Until we know who he is and what his motives are, he's a liability." Fury finished, and looked at Clint expectantly.

Clint did have other things to tell him. Like how he sounded young, Clint guessed around his early twenties. About how Spiderman had said he was, "Still getting used to this whole superhero thing." He was a newbie, and he had kept calling the other members of the team by their first names, strangely enough. He had so much he could tell him, that would probably really help Fury track him down. But… that kid had saved his life. He had done it a few times, actually, if you counted when he shoved him into an air vent, then kept the chitauri off of him when he was down, then carried him to a medic… how could Clint sell him out after all of that?

He was an agent of SHIELD, sure. But as far as he could tell, Spiderman had never used his powers for anything other than helping people. And who knew what Fury would do once he found out Spiderman's real identity? Clint didn't want to do that to him.

So that's what he was thinking as he made his reply.

"Well, there's really nothing else I can tell you, sir."

* * *

_Everything was set. Within a week, he would be able to finally get answers. They were growing impatient, but the man in the shadows knew they would regret their threats of shutting him down soon enough. Within a week, his forces would be poised to strike, and young Peter Parker, Spiderman, would be within his grasp._

_The man rose from his chair and adjusted his glasses. These monitors were nice, beautiful, even. A true work of art. But he had found it was even better to watch his obsession in person._

_He walked the length of the concrete room to a ladder and set all of his arms to climbing up. There was, of course, an elevator, but he enjoyed the way he was lifted effortlessly by his wonderful appendages._

_He opened a hatch at the top of the ladder, and grinned as the cool evening air hit his face. Once he was out, he stuck to the shadows and moved as stealthily as possible. He didn't need someone recognizing him right then._

_It didn't take long. He stood in front of Stark tower and just stayed there, waiting, watching. Like clockwork, he saw the slight figure of Spiderman appear on the side of the building, then shoot off a web and swing away. Graceful. Beautiful. Perfect._

_Though it didn't happen often, he could find things beautiful. But Spiderman was practically his brother, also born of the atom. That could make him perfect. Perfect in form. Perfect for the man's purposes._

_He would return in a week, and Peter would discover just how perfect he was. For now, he could go out and play hero, while the man hid from the light._

_But in a week? In a week, Otto Octavius would be in the shadows no more._


	11. The Big Reveal

Peter woke up to the usual; the sound of someone getting killed. Or, at least, that's what it sounded like. In truth, Tony had gotten up first and burst into Bruce's room yelling, "WAKE UP IT'S CHRISTMAS!". Now Bruce was trying to kill him. It was that simple.

Peter didn't really care. He hadn't really been looking forward to Christmas, especially since it was the first one since his aunt and uncle had died. It just wouldn't be the same. He considered sleeping in and ignoring Christmas altogether, but he really didn't need Tony coming into his room next. Besides, he had used all of the money from taking pictures to get presents for the others.

So rolled out of bed and grabbed the wrapped parcels from his closet, then made his way out of the room.

Nothing could have prepared him for what he saw in the living room. The tree that had been set up by the fire place was surrounded by presents, in all different sizes and colors. Along the mantle, where there had only been a stocking for JARVIS the day before, there was now one for each resident of the tower, including, to his surprise, Peter.

Thor was already up, along with Steve, and they both seemed to be waiting for the others to get there.

"Ah, young Peter!" Thor grinned, "Come, join us in festivities! The captain has explained this 'Christmas' to me,and I must see it in person!"

"Steve is explaining something? That's never a good sign." Peter dropped his packages in front of the tree and sat beside them on the couch.

Steve rolled his eyes, "Okay, Christmas has been around for hundreds of years, so I'm pretty sure I know what I'm talking about this time."

"I have done battle with many fine elf warriors, I am excited to see their craftsmanship." Thor added.

Then Tony, Pepper, Natasha, and Bruce walked in, Tony looking a little worse for the wear, but he kinda deserved it. Clint had decided to spend the holiday at his family farm, so it was remarkably peaceful.

"Merry Christmas!" Tony proclaimed. Peter could only wonder how his hair had gotten singed.

"It would be more merry if you had let us all sleep in, Tony." Bruce growled. "I swear, you're more of a child than Peter."

"Nuh-uh!" Tony defended, "Peter doesn't even shave, yet."

"Hey!" Peter said in mock offense, "I'm a mature adult, thank you very much." His voice cracked as he said it, making everyone laugh. Stupid puberty…

"Well, I think it's high time we started opening presents. Otherwise, it'll take all day to do it." Steve chuckled, and that was all it took to get the party started. Tony had gone totally overboard on everything, getting everyone crazy gifts, including a drone for Natasha and a shirt for Bruce that said "you wouldn't like me when I'm angry." and was made of a new space-age polymer that expanded to an infinite degree, and wouldn't rip when he "Hulked out".

Peter found that all of the Avengers had gotten him something. Weird. Steve had gotten him some boxing gloves, in case he ever wanted to join him down in the gym, and it took all of Peter's will not to just melt into a puddle of fanboy right then and there. Bruce had gotten him a Spiderman mug, to everyone's confusion, and he just grinned at the dirty looks Peter gave him when nobody was looking.

Natasha gave him a chess set, to build strategy, she said. Thor didn't really seem to grasp the concept of the holiday, and gave everyone the same thing : poptarts.

Finally, there was only Tony left. Peter totally didn't need a present from him, seeing as he had done so much for him these past few months. He owed him so much, more than he could ever repay. And Peter hadn't really done much in return. Sure he was his assistant, but Tony really didn't ask him to do much. Not to mention how supportive he had been when he found Peter having that nightmare.

And Peter hadn't even told him who he was.

He had decided, a week ago, to come clean. But the time had never been right, and Peter wanted to make sure he didn't mess this up. Honestly, though, how do you tell someone that you secretly sneak out at night and fight crime with webs and by sticking to walls? Like, how do you even say that?

Soon, all of the presents were open, and everyone was enjoying their new stuff. Peter felt a tap on his shoulder, and turned to see Tony standing behind him, grinning. "Hey, Pete, can you come up to my floor for a second? I need your help with something."

"Uh, yeah, sure." Peter said. He stood and followed Tony out of the room, and Pepper tagged along. As the doors were closing, he caught Bruce giving him a knowing look. Was he trying to tell him it was time to tell Tony? Honestly, there would probably be no better chance…

"Hey, Peter?" Tony said hesitantly as they entered the living room to his personal floor, "I, uh, I need to talk to you about something."

Oh. That's never a good sign. "You know what? I need to tell you something, too." Peter said.

Now Tony was curious. "What is it?"

Peter shook his head, "No, you first."

Pepper rolled her eyes, "Tony, just tell him, already!"

Tony sighed and rolled his eyes. "Fine! I'll go first. Peter… you know how you're still a minor? And technically the State doesn't know you're staying here, so this is kinda illegal?"

Peter felt his heart drop. He should have seen this coming. Of course, Tony was right. There was no reason for him to be there, anyway. "Uh, yeah. That. Tony, I swear, I didn't mean to make any trouble for you-"

"Let me finish, kid!" Tony stopped him with an amused look, "I guess what I'm trying to say is- well, Pepper and I have talked it over and- well, there's really no need to-"

"God, Tony!" Pepper groaned, "Listen, Peter. What Tony is trying to say is, well, we want to adopt you."

Silence. Peter looked frome Pepper, to Tony, then back at Pepper. It took his brain a second to catch up to his ears. They… wanted to adopt him? He knew he had come to think of Tony as a kind of a father figure but… he hadn't let himself believe it could ever be mutual. He had accepted that he would remain alone. Now, Tony was offering him something he had thought he would never have again; a family.

While all of this was rushing through his head, Tony and Pepper were getting nervous. Tony continued, "I mean, that is, if that's what you want-"

"Of- of course!" Peter finally found the ability to talk again and his face split into a huge smile. "You're serious- I mean, I know that you- you really- ... me?!" he stammered excitedly. He didn't even know what to say.

Tony chuckled and said, "Yeah, Pete, we're serious. Honestly, though, I'd say this has been a long time coming."

Pepper jumped in, "Yeah, not to mention the fact that you already live here, and Tony sometimes calls you his son, anyway, so we might as well make it official."

"I just, I still can't believe it." Peter couldn't stop smiling as he ran a hand through his hair, "This is… wow!"

Tony and Pepper laughed, and Tony put an arm around Peter's shoulders, "Well, kid, you better believe it! In a few weeks, as soon as we go through all of the paper-work, it'll be official. Welcome to the family!"

Family. Peter liked the sound of that. Forget guilt, forget blame, in that moment, he was willing to want that, again. He was ready to stop pushing people away. Despite everything, he felt like the luckiest kid in the world.

Peter turned and gave Tony a crushing hug, which Tony returned gently.

"Thank you, so much!" Peter said in a voice muffled by his new dad's shoulder. But Tony and Pepper heard.

Tony released him and clapped him on the shoulder, "No problem, kid. So, what was it you wanted to tell me?"

Oh, yeah. Well, now or never, right? The smile faded from Peter's face, and he bit his lip. How would he say this?

He took a deep breath and began, "Well, there's something I haven't been totally truthful about."

He paused, and Tony gave him a look that said too clearly,  _go on._  Peter continued, "Uh, well, I guess I should just say it-"

Several things happened at once. One of those things was Peter's spider sense going off full blast, putting him on edge. Another was the building giving a violent shake. Third was a huge explosion going off in the room they were in. Lastly, there was Peter's instincts going into overdrive, and the need to protect Pepper and Tony taking him over.

He didn't even have time to warn them before he shoved them to the ground and covered them with his body. The explosion sent the couch flying through the air. Glass sprayed against Peter's exposed back. Fire licked at the ceiling, and spread slowly across the room.

"Are you okay?" Peter asked the two adults under him. Tony was coughing, and Pepper had tensed up completely, so he didn't know if they would be okay.

"Kid," Tony coughed, "Get off."

"Oh, right, sorry." Peter scrambled to his feet, and helped Tony and Pepper get up. "What was that?"

"Tony, I swear to God, if this was because of you-" Pepper growled.

"No, I don't think so!" Tony said quickly, "At least, I'm  _pretty_  sure…"

Another explosion shook the building, but it seemed to be distant.

"We need to get out of here." Pepper said urgently. It really didn't need to be said to be agreed upon, so they all headed for the stairwell. Peter's spider sense was still buzzing, and he couldn't wait to get out of there.

Then he heard it. The strange metallic whir that he only knew to come from one place. A sound that had been in its fair share of nightmares. "Look out!" He cried as Tony and Pepper reached the door, which flew off the hinges and sent them flying backwards. Peter could do nothing as they sprawled out on the floor.

"Oh, Peeeeeter!" A deep and manic voice called from the dusty stairwell. But Peter didn't need to see him to know it was Otto Octavius. Peter would recognize him anywhere.

"Um, not here right now, please leave a message at the beep!" Peter replied as he picked up the door and shoved it back against the frame.

"Peter?" Tony said in confusion, "Who the hell is that? Why is he after you? Peter, answer me!"

"A. Little. Busy." each of Peter's words was punctuated by Octopus pounding against the door, as Peter tried desperately to keep it shut.

"What's going on!?" Tony looked like he was panicking, and why shouldn't he? Everything was going crazy, and some guy was after Peter. A kid. An orphan. His kid.

"Is Pepper okay?" was all Peter said in response. Tony scooted across the floor to his wife and shook her gently.

"Pep? Pepper, get up." he said shakily. Oh, God. Not Pepper, too. "She's unconscious!" Tony proclaimed to Peter, who was instantly relieved that she wasn't dead.

"Tony, you have to get her out of here! Quick, carry her to the window, JARVIS will deploy the emergency ladder and-"

"I'm not leaving you here, Peter." Tony shouted over the pounding of the door. "Get over here, I'll take that guy on."

"No, you don't have your suit!" Peter strained against Otto's continuing barrage of blows. "You can't take him like this!"

"You're a  _kid_ , Peter!" Tony stood and stumbled to the door, "I don't know who's out there, but I'm way more prepared for this than you are. Now, go. Get Pepper out of here. I'll hold him."

"Wait." Peter stood still and silence rang through the room. The banging had stopped. "Tony you need to go, now-"

Another explosion rocked the room, and Peter fell to the ground beside Tony. He heard a loud *crack*, and looked up to see a huge portion of the ceiling fall away, right on top of him and Tony…

He stood and did the only thing he could think of: he caught it. Secret be damned, he had to save Tony. This was all his fault, he should have never stayed there.

"P-Peter?" Tony gasped. Peter turned and saw the genius's eyes looking him up and down, like he couldn't believe what he was seeing. The portion of ceiling he was holding easily weighed a thousand pounds, but he held it with relative ease. But now he was stuck, and he could do nothing as Tony saw the real him for the first time.

"I'm so sorry. I never wanted you to find out this way." Peter whispered, then one of Doc Oc's arms smashed through the battered door and rammed into Peter's side, making him lose his grip on the ceiling. It fell sideways, blocking Peter and Otto off from Tony and Pepper. But that didn't stop Peter from seeing as disappointment and sorrow overtook Tony's face, just before he lost sight of him for good.

Peter stumbled away from the smoke that had risen up from the fallen ceiling, and he came face to face with Octavius himself.

"How dare you?" Peter growled, "You hurt them. They had nothing to do with this! Are you looking to get the crap beat out of you?!"

"Oh, Peter, how nice to talk without the mask." Otto chuckled, "I must say, it's nice to see some emotion from you. Though you are much younger than I had thought."

"How's this for young you piece of-" Peter lunged for Otto and connected his fist with his gut, but one of Oc's arms came down and wrapped itself around his arm. It then flung him around and into walls and the floor while Otto recovered from Peter's blow.

"Now, now, this will be much easier if you don't struggle too much, Mr. Parker." Another one of his tentacles wrapped around each of Peter's limbs, and he could do nothing about it as the one that had already grabbed him dragged him to the others. He thrashed and kicked and tried to fight back, but they were too strong for him. Once all of his limbs were secure, Otto raised Peter above him, almost as though he was examining him.

"You'll pay for this, Octavius. You hurt them, there was no need-"

"Oh, be calm spider. I did what was necessary." Otto tutted and brought Peter close enough to feel his breath with his next words. "Besides, why should you care? Why would they ever care about  _you_? No, I just made things easier for everyone."

Peter squirmed in the grip of the arms, but it was no use, "Why are you doing this? Haven't you hurt enough people, Otto?"

"I don't really care about that." Oc shrugged, "I only see this as a means to an end. Now, hold still, Peter. This will all make sense soon." He pulled a syringe from his pocket and removed a small cap. It was filled with a strange, clear liquid that made Peter's insides turn.

"No, wait-" Peter struggled against his bonds in a new panic, desperate to get away from that needle. They just coiled more tightly around him, and he groaned at the pain of it. The doctor plunged the needle into Peter's neck, and the world immediately started to blur at the edges. "No, you…"

"Shh, Peter. Just close your eyes." Otto murmured quietly, "That's right, let the sedative do its work."

Peter tried to fight it, tried to keep his eyes open. But the chemicals were too strong, and the world was melting away. "NnNnnnNOoo…" Peter protested weakly. Otto only grinned. That was the last thing Peter saw before the world faded to black.

* * *

"You think they're doing what I think they're doing?" Steve asked, smiling like a fool.

"Well, it's about time." Natasha said as she sipped some coffee.

"Seriously, was there any doubt they were going to adopt him?" Bruce asked happily.

Steve grinned, "Heck, if I didn't know that Tony was going to,  _I_  would. He's a great kid."

Thor was digging into some poptarts, courtesy of Bruce, of course, when he spoke with a full mouth, "Indeed, he is a fine young midgardian. He does, however, remind me of someone."

Natasha cocked an eyebrow at this. "Who?"

Thor shook his head, "I know not. It is, as you midgardians like to say, tipping my tongue."

Bruce locked eyes with Steve before looking away. They would just ignore that slip-up for now. Of course, Bruce knew exactly who Peter reminded Thor of. He was a pretty close match with Spiderman, not that Thor would make that connection. Bruce just wanted to tell them who Peter was, but he knew this was something he had to do himself. He just wished the kid would hurry up!

"So, once Tony and Pepper adopt Peter, are we, like, uncles?" Steve asked.

"Oh, Clint's going to love that!" Natasha grinned.

"I can't wait for the adoption to go through." Bruce said excitedly, "It'll be great for Pete to be a part of the family. Also, he can quit acting like he could leave anytime he wanted."

"Yeah, I for one would totally track him down if he tried to leave at this point." Natasha added.

"Yep, he's trapped now." Steve nodded. "Hey if Tony's a dad, does that mean-"

Steve was interrupted by a low rumble and the building giving a shake. "What was-" "Get down!" "Bruce, stay low!"

The voices jumbled together as a huge explosion tore apart the room they were in. Steve threw himself in front of Bruce, desperate to keep the 'Big guy' under wraps. Natasha flipped the coffee table and Thor crouched behind it with her. Flames licked the ceiling and consumed the tree, as Steve fell to the floor with a shard of glass embedded in his back.

"Oh, God, Steve!" Bruce gasped, crouching next to his team mate. "Here, let me-"

"No, look out!" Steve said as he scooted away toward the table. Bruce turned to see hundreds of little spider-like robots scuttling toward them in a wave. Just like the one that had attacked Peter. Oh, no.

"Guys, we have to get out of here!" Bruce yelled over the robots' whirring. The building shook with another explosion, and Bruce also began to worry the tower would collapse.

"Where can we go?" Thor asked seriously.

"To the lab! It's the most sturdy room in the tower, and I'm not sure how many more bombs this place can take." Bruce replied. The bots gained speed, and were almost on top of them.

"Looks like we'll have to fight our way out." Natasha said ominously.

"Then let's give them a run for their money." Steve said resolutely. "Come on!"

And with that, they leapt into battle against hundreds and hundreds of death bots, totally unaware of what was happening right above them.

* * *

A few hours later, Tony was pacing the floor of his lab, too upset to do anything else. Peter had super strength. His tower was partially destroyed. Pepper had a concussion, and now he couldn't even  _find_  the lying, sneaking, double-crossing, little-

"You okay, Tony?" Bruce grabbed Tony's shoulder, stopping him from his pacing.

"No, I'm  _not_  okay. Where were you guys, today? Why didn't you help-"

Steve stepped forward. "Tony, would you just tell us what's wrong? You haven't told us anything since we found you."

Tony groaned and rubbed his face. Well,  _he_ wasn't going to keep this a secret. "It's Peter. He-"

"Oh, God. No, he isn't- he isn't dead, is he?" Steve went pale as a sheet.

"What?" Tony spluttered, "No! Let me finish, would you? He's- he's  _got super powers_."

He was met with silence as the others stared at him. Then Natasha sighed, "Tony, stop messing around and just tell us!"

Bruce pinched the bridge of his nose and scrunched up his eyebrows, "No, he's not kidding this time. He's right."

"Wait a minute." Tony's eyes went wide, "YOU KNEW! How long have you been keeping this from me?! I bet you  _have_  been doing secret science behind my back! God, it all makes sense, now." He threw his arms in the air and turned his back on the downcast scientist.

"Tony, it wasn't my secret to tell." Bruce said defensively.

"Wait, so you're saying that  _Peter_ , that little guy who keeps getting beat up, has super powers?" Steve said in disbelief. "No way."

Thor, who had been silent until now, spoke up, "Aha! That is who the son of Parker reminds me of! That man of spiders! Of course, how could I have missed it?"

"Wait.  _Spiderman?_ That can't be right." Tony said.

"No, that's true, too." Bruce sighed.

"Is that why Doctor Octopus attacked the tower?" Natasha asked.

"I mean, I guess so." Tony muttered. "What I wanna know is why he never told us. Bruce? I think  _you_ would know the answer to that one."

Bruce sighed and looked at the floor. "He thought… he thought that trusting us would be like killing us. Because everyone he's ever gotten close to has died. He thought that if kept his distance, we would be safer."

Tony remembered Peter telling him something similar on that night last week. The thought of hurting the people he loved gave him nightmares. Tony could feel the anger beginning to ebb away, but he was far from being okay with this.

"How long have you known, Bruce?" Steve asked.

"A little over a month, now." Bruce said awkwardly, "But he made me promise not to tell. I didn't want him to leave and have nowhere else to go, so I promised on the condition that he stayed, and that he would come to me for help if he got hurt."

"That's- actually a pretty good excuse." Natasha muttered.

"Well, where is he, now?" Steve asked. Good ole' Steve, keeping everybody on track.

"I don't know, I lost track of him after he dropped the ceiling." Tony said in exasperation.

"What?" Bruce asked.

"A huge part of the ceiling fell, must have been over a thousand pounds, and he caught it. Then he got punched in the gut by the octopus, and he dropped it and cut me and Pepper off. So I don't know where he is, okay?" Tony explained tiredly.

Steve laid a hand on the genius's shoulder "Tony, I know you're worried, but-"

"Worried?!" Tony snapped, "I'm furious! He should have told us! I was about to  _adopt_ him for Christ's sake, and he didn't see it fit to mention that he just happens to be a  _superhero?_!"

"'About to'?" Bruce said quietly, "What do you mean by that? Are you not going to adopt him now, just because he was keeping a secret?"

Tony sighed and sat heavily in a chair, "No- I mean yes- I mean, I don't know, alright? It's just… a lot."

Bruce sat beside him, "You know, he's been trying to tell you for a week."

Tony looked up, "He has?"

Bruce smiled softly, "Yeah, he kept coming to me asking how to do it. I think at one point he was gonna just casually walk in to breakfast one day on the ceiling and say, 'I'm Spiderman.'"

Steve smirked. Yeah, that totally sounded like Peter.

"So… he was going to tell me?" Tony ran a hand through his hair. Why was he still mad?

Bruce nodded, "Yep. He wanted you to be the first to know."

"I gotta talk to him about this." Tony groaned, "JARVIS, where did Peter run off to? Surely he knows that leaving and avoiding us isn't going to fix this."

"I'm afraid… I don't know, sir." JARVIS said slowly.

"What do you mean, you don't know?" Tony asked. JARVIS always knows. He can track anyone in the world!

"Those robots got into my hardware, and erased all tracking capabilities for both Peter and Spiderman." JARVIS explained. "I did, however, retain the last footage of Peter before he left the building."

Security footage appeared on one of Tony's screens, and the Avengers huddled around it to watch. Peter was suspended in the air by two of Octavius's metal arms, seemingly unconscious. Otto used the remaining two to break through a wall in the stairwell, before he leapt down to the street below. The feed switched to an exterior camera, and they saw Otto fall into an alley behind the tower, then climb into a dark van that was waiting for him. It sped away, moments before the police arrived. Then the screen shut off, and the Earth's mightiest heroes fell silent.

Finally, Steve spoke up, "What the hell has that kid gotten himself into?"


	12. How Can This Be Real?

_The world was spinning._

_His spider sense was screaming._

_His head was pounding._

_And the darkness was pressing in around him, squeezing the air from his lungs and stealing his breath away. Was this death? But if he was dead, why did it hurt so badly?_

_He could hear disembodied whispers, voices reaching out to him in the darkness as he fell._

" _-could have saved me-"_

" _-should have been there-"_

" _-power, comes great-"_

" _-how could you let me-"_

 _Then one voice pierced through the veil of guilty reminders, louder and more clear. More real. "_ Are you ready to begin, Mr. Parker _?"_

Peter tried to open his eyes, only to find that his eyelids were much too heavy to move. In fact, every part of his body suddenly weighed a ton. And he would know, he had lifted that much.

He wanted to say something, to ask where he was. But his mouth felt like it was full of cotton, and his throat was dry and scratchy. All he managed was a quiet moan.

"Now, now, spider. You have to wake up." the voice said again, familiar, but Peter couldn't quite place it. It was tipping his tongue. Wait, was that right?

His eyelids split open just a fraction, and he was blinded by a bright light. Heaven? Did he deserve that? But, wait, heaven doesn't hurt. Does it? He wouldn't know, he's never been. His dry, cracked lips trembled as he attempted to speak once more, "Wh- wh-ere-m- I?" he squeaked.

"Very good, Peter. I must say, that wore off extremely fast! We had to mix up a sedative strong enough to knock out an adult elephant, for you!" The voice said happily, and as Peter blinked in the light, he came face to face with the speaker, Otto Octavius himself.

His eyes snapped open in shock, and adrenaline coursed through Peter's body. The events right before he had lost consciousness rushed back to him, setting him on edge. Tony. Pepper. His family. All in danger, because of Octavius.

Peter lurched forward, only to find that he couldn't, as his wrists and ankles were strapped down to a cold, metal table. The cuffs fixing him in place were thick and heavy metal, and they seemed to glow with a strange red light. He looked down at himself, to discover he was only in his boxers, otherwise naked before his enemy. No, this wasn't happening. This- this wasn't right. Peter struggled against his bonds, fighting with all of his strength. But his strength seemed to have left him, and he could do nothing as Otto approached.

"I wouldn't bother, Peter." he sneered, "These were made specifically to hold you. They're ten times stronger than you, even with your 'Spider strength' as you call it." He came right up beside the teen and gave him an appraising glance, up and down his slight but muscular body. "I must say, this was different than what I expected."

Peter slumped back down to the table, realizing he hadn't even bent the cuffs. He was breathing heavily, both because of weariness and fear. His head pounded with each rapid beat of his heart, and his spider-sense was ripping through the back of his skull, demanding that he get out of there. Peter gritted his teeth against the pain and gave Otto a burning glare.

"What the hell is going on?" Peter tried to say as fierce as possible, but it came out as more of a gasp.

Octavius grinned and leaned over Peter, his enormous glasses reflecting Peter's terrified face, "Forgive me for any discomfort, but, you see, this is all in the name of science." He reached out with one of his metal appendages to brush away some of Peter's dangling brown hair, but a violent spasm went through him as he tried desperately to get away from the scientist's outstretched arm. Otto merely chuckled as he withdrew his metallic limb and shook his head. "Oh, well, I'm sure you'll get used to this soon."

"Now hold still." he commanded as he brought out a tray of sharp medical instruments. Peter watched in terror as he prepared a needle and IV line, and grasped his arm. Peter was scared of three things. 1) Someone he loved getting hurt. 2) Guns. For obvious reasons. 3) Needles. He had always hated them, and was slightly relieved that he never had to give blood now.

But here he was trapped, with his most dangerous enemy sticking one into his arm, despite Peter's weak attempt to pull away. "NO!" he cried, wincing as the sharp metal pierced his skin and slid into his vein. A thin line of hot- red blood made its way up the tube and into the bag dangling above him.

"Don't like needles? What a strange fear for a super-human." Otto commented calmly.

"What do you want from me?" Peter choked, looking anywhere but at his escaping blood.

"I'm glad you asked." Octavius smiled coldly, "You see, Peter, you and I are not so different as you might think. We were both blessed by the beautiful power of the atom. She reached down and touched us both, giving us amazing advantages over our primal peers. But while she gave me these," he gestured to his metal arms, which were hard at work, preparing for the oncoming procedures, "our mother gave you something far different. She gave you the strange climbing ability, and increased senses and strength. I do not wish to question her or complain of unfairness, because I'm grateful that I was one of the few she even saw fit to bless at all. But you have one thing I need, spider, if I am to rise to my full potential."

He leaned close enough for Peter to smell his stale breath, "I need your healing factor. The 'accident', or should I say, 'miracle' that gave me my arms took away my ability to heal. But with your atomic healing ability, I will finally be able to rise to my proper place above the silly under-evolved primates that call themselves man-kind."

"Okay, I get it now." Peter said weakly, "You're a total crackpot!"

"Mock me if you will, Mr. Parker, but it won't change what must be done." Octavius said as he lifted a scalpel to Peter's forearm.

"W-what are you- Agh!" Peter protested as the blade slid across his skin. A thin line of blood pooled at the cut, and Otto watched patiently.

"Why, I have to see it in action. I need to see how quickly each system will repair itself, including integumentary, skeletal, muscular-"

"How are you gonna do that?" Peter asked, trying desperately to hide his terror.

"You're smart, Peter. I think you know exactly what that means." Otto grinned as the small cut closed and scabbed over before his eyes. Within minutes, it would be gone entirely.

"That was a good test." Octavius muttered to himself. "Now for something more pronounced…"

Peter couldn't escape as Otto continued, breaking him and watching as he healed. Despite himself, Peter screamed, and begged. He was a hero. But Otto was a villain, and he was damn good at it. Eventually, Peter succumbed to the escape of sleep, not even afraid of the nightmares.

After all, he was living one.

* * *

"Stupid machine!" Tony cried, slamming his computer with a wrench. Three days. Peter had been missing for three days, and he still had nothing. Tony was a genius! How was it that even with the most advanced tech in the world, he couldn't track down one kid?

"Tony, that won't help." Bruce sighed from in front of his own screen.

"Nothing's helping!" Tony groaned, "I swear, it's like he just dropped off of the face of the Earth."

"Well, tearing up the machines we're using to find him won't make this any easier." Bruce pinched the bridge of his nose and squeezed his eyes shut. They had been at this for over twenty four hours, only sleeping once since the attack.

Tony set the wrench down heavily. He knew Bruce was right, but he needed to let off steam. That kid… well, Tony didn't really know how to feel. He had to rethink everything.

He had first met Peter by saving him from being beat up. But he hadn't needed that, had he? Then there were all the small things he hadn't thought much of until now, like the fact that Peter ate more than Steve at any given time, and Tony had never been able to sneak up on him for a scare. And that thing with the gauntlet? And all of the injuries that Tony had contributed to bullying? How had he never put it together?

"Tony?" Bruce's voice broke through Tony's thoughts. He walked over to his science bro and laid a hand on his tense shoulder. "You wanna talk about it?"

Tony looked at Bruce. They had been thick as thieves ever since that first day aboard the helicarrier, despite both of their reasons to be hesitant to open up. Tony would trust this man with his life but… he had kept this from him. He had known how he felt, had known what he had planned, had known… everything. He told Bruce everything, and he had done nothing but lie in return. How could he?

Tony felt betrayed, to say the least. A rush of anger surged through him, and he jerked away his shoulder. He grabbed his jacket and walked briskly to the elevator, "I'm going to check on repairs!" he shouted behind himself as the doors closed on a downcast Bruce. He just couldn't do this right then.

Tony sighed and slumped against the wall of the elevator. How had it all gone to shit so quickly? He had gotten his life together, had tried to start a family. Was this a sign that it wasn't meant to be? Maybe he wasn't supposed to be a father, seeing as he had had pretty much the worst dad in history. Speaking of history…

The doors opened with a *ding*, and Steve stepped on. "Hey, Tony." he said with a perfect smile. Ugh. Sometimes Tony just wanted to punch him in his perfect teeth. Okay, wow, he was in a hateful mood today.

"Hey Steve" Tony mumbled.

Steve's smile dropped away at this, and he eyed his friend in concern. "How are you holding up? I mean, it's been a pretty stressful few days-"

"I'm fine, Steve." Tony said shortly, not in the mood for a pep talk. Why didn't he have a faster elevator?

Steve considered letting it drop, but after a moment thought better of it and continued, "No you're not. It's wrong to think you  _would_ be, what with all of the stuff with repairs and finding Peter."

"Listen, spangles, as much as I love talking about my feelings, you're not my wife. So drop it, okay?" Tony snapped, causing Steve to pull back. The doors opened on Tony's temporary living floor, and he left as quickly as he could, not even looking at Steve.

Well, that's great, Tony. You just pushed away two of your closest friends, good job, you dick. Why not call up Pepper and tell her to leave you alone too?

Tony plopped down on a couch and rubbed his stubbly face. This was so typical of him. All he wanted as to get his life back together. Sadly, he didn't know if he could do that without Peter…

* * *

Agony. Peter had been through a lot, but the word had never meant so much to him. It fit his situation perfectly.

After he had passed out, Peter faced a dark, dreamless sleep. No nightmares. Nothing at all. Under other circumstances, it would have been a relief. Now, however, it only reminded him how off everything was.

When he awoke, he found himself alone in a small, cell-like room. It was dimly lit, with a single, flickering lightbulb illuminating the space. The walls and ceiling were concrete, along with the floor, which had a drain in the center. Piled in the corner was a group of ratty blankets, and There was a heavy metal door set into the wall.

Peter sat up with a groan, rubbing his throbbing head. He had been left on the cold floor, and every inch of him ached. How long had he been here? Where even was here? First things first, he had to figure out what shape he was in.

He climbed drunkenly to his feet, the room spinning dangerously and his limbs not quite complying. After stumbling into a wall and using his spider abilities to clutch to it until the room stopped dancing, he was able to get his footing.  _Damn, what did they do to me?_

He noticed they hadn't bound him in here. Maybe they figured he was too weak to get out. Or maybe they had enough security for it to make no difference. Peter supposed it didn't really matter why, all that really mattered was that he was now free to move, and that was a start.

He stumbled to the door, finding it had no handle on the inside. That figured. Maybe he could punch it down? He reared back his fist and brought it forward with as much strength as he could muster (which really wasn't that much).

He felt a sharp pain in his knuckles, and the door banged loudly. He let out a gasp of pain and fell against the wall. Okay, that had hurt. Of course, what had he expected?

Peter looked up at the door to see… nothing. No dent, no scratch, no anything. He hadn't made any difference. So either the door was re-enforced and stronger than your average entryway, or he been really disabled by Octavius.

A feeling of hopelessness washed over him as he held his wounded hand, staring around the cell. He was stuck, too drugged out to walk in a straight line, let alone escape. He was trapped. He was alone. He was hungry, and tired, and in pain, and scared, and he just wanted to go  _home_.

He slid down the wall and brought his knees to his chest. He buried his face and tried to ignore where he was, with the flickering light and the lingering smell of antiseptic. How was he gonna get out of this one?

Peter squeezed his eyes shut.  _C'mon, Parker, come up with a plan. You're supposed to be smart!_  But there was no plan. There was no way out. There was only this room, and the pain that was tearing him apart, inside and out.

* * *

" _What have you done?" Tony cried, clutching a bleeding Pepper to his chest. His face was drawn tight in anger and fear. And he was looking at Peter._

" _I-I didn't mean to- It was an accident- I- I- p-please! I'm so s-sorry!" Peter sobbed. He had done this. He had gotten too close, and now they would pay for it. Just like everyone else._

" _Go to hell, you selfish bastard!" Pepper choked, spitting blood all over Tony's face and shirt. Her eyes split open just a crack, enough for Peter to see the venomous look she gave him._

 _He tried to step back, he wanted to run, to apologize, to do_ something _. But all he could do was stand there in his stupid costume, minus the mask, as he watched Pepper's life bleed out. Tears streamed down his face, and his breathing went ragged with each painful breath._

_Pepper gave a final, violent breath, then went limp. Tony let out a scream of rage, like nothing Peter had ever heard before, then laid her body on the floor. His head snapped up to Peter, and the latter stumbled back in surprise._

" _THIS WAS BECAUSE OF YOU!" Tony roared, then lunged for the fallen teen. And Peter, even though he could kill a man with a single punch, didn't even defend himself._

_He couldn't do this anymore. The guilt was too much. Every time he closed his eyes he was reminded just how terrible he was. This had to be another nightmare, and Peter didn't even care. He had nothing left in him to give. He was, finally, completely empty._

_And with that, the dream faded. Tony disappeared in the air, and Pepper was swept away. The world dissolved, and Peter was left in an endless expanse of white. He was alone. Good._

_Or, at least, until the hand gripped his shoulder. Peter's head whipped around to find…_

" _Uncle Ben?" the old man smiled warmly and nodded. Peter climbed to his feet and turned to face not only his uncle, but everyone else, too. Behind Ben stood May, looking young and pain-free. Behind her stood Peter's parents, along with Captain Stacy, and a crowd of people Peter didn't recognize. This was… different._

" _Why are you here?" Peter wondered aloud. It had been so long since he'd had a dream with these people where they didn't die. But now they were- they were peaceful, happy, even._

" _You always were a smart boy, Peter." Aunt May spoke softly, "Haven't you figured it out?"_

_He had no idea what she was talking about. "I don't even know what's going on."_

" _With great power comes great responsibility. Did you ever wonder what I meant by that?" Uncle Ben asked._

" _I know what you meant. I know I haven't been the best, but I've been trying, Uncle Ben, I swear, I just-" Peter stammered._

_But Ben put up his hand to stop him. "I know, Peter. You've done the best you could. But I think you missed the point." Ben's eyes shone with wisdom, and Peter found himself listening intently to his next words. "Sure, you're strong, kid. But I didn't know that, did I? When I said that with great power comes great responsibility, I wasn't telling you to take on the weight of the world. No man, no matter how strong he is, should carry the world alone."_

" _Then what_ did  _you mean?" Peter asked, confused. He had, after all, fashioned his whole life around those words._

_Ben shook his head, "You can help, so naturally you have a responsibility to. But others have the same responsibility. Just because you have these powers, doesn't mean you have to be alone, you don't have to take on everything. All you have to do is your best, Pete, and that will be enough."_

" _But what about the people I can't save? What about the people who died because of me!? That's why Captain Stacy is here!" Peter protested._

 _Captain Stacy took off his hat and gestured to the people behind him. "Do you recognize these people, Peter? Probably not. But they know you. This is everyone you've_ saved _. Every man, woman, and child that has been rescued from a burning building, or a car-crash, or some weird villain attack, is alive because of you. People die everyday, son, but they-" he made a sweeping motion with his arm to indicate the crowd, and most of them waved, or smiled in response to the attention, "they make it all worthwhile."_

_Peter looked over each of the faces in the group. There were hundreds. He didn't recognize all of them, but about a dozen stuck out. That was the woman who had been in the car when the Lizard threw it across the bridge. That was the man that had been trapped by the fallen beam. That had been heavy. There was the girl, (Saria right?) that had asked him his name as he saved her from the burning building._

_People had died. People he loved. But… people had been saved, too. Isn't that enough?_

_Peter turned back to his family and Captain Stacy. They smiled at him, and warmth rushed into him, coursing through his veins. How long had it been since he'd felt okay? How long had it been since these people had been more than guilt, and nightmares? When was the last time he had felt loved?_

_Aunt May stepped toward him, then reached forward and wiped at his tears, "Peter, I need you to do something for me."_

" _Anything, Aunt May!" Peter choked, overcome with emotion._

" _Make me a promise. Peter, you have the most beautiful light. Promise me that no matter what happens next, you'll never lose that." she pleaded sadly._

" _I promise, Aunt May. But what do you mean-?"_

" _There isn't much time, Pete." Uncle Ben warned. Aunt May walked back to her husband and let him put his arm around her shoulders._

" _But this isn't real, right? This is just a dream." Peter questioned._

_Uncle Ben laughed. "Of course it's a dream! But dreams can define us as much as anything, Pete. Remember that."_

_A breeze tossed Peter's hair into the air, and the congregation of loved ones and strangers were… well, the only way to describe it was an explosion of light. They went bright, shining white, then scattered like stars. It was beautiful, Peter supposed, but as they scattered, the great white expanse went dark. He was left in an inky blackness, all alone once again._

"Wakey, wakey, Mr. Parker. We have work to do."


	13. Without A Trace

"So when is he gonna jump out and say 'psych!'?" Clint asked.

"I'm being serious. He really is Spiderman." Natasha sighed. It had been a week since Christmas, and Clint had taken forever to get back. Something about ninjas…

"No way. Nuh-uh, I don't believe you." He said in disbelief. Honestly, how could that scrawny little nerd be Spiderman? They were totally messing with him.

"We don't have time for this-"

"Two spies, two scientists, a legendary soldier, and a god have been around him every day for the past two months. If he really was Spiderman, don't you think somebody would have noticed?" Clint protested.

"Actually, Bruce did know." Nat replied, "And there were little things that nobody ever really worried about. Like the thing with the gauntlet, and how much he eats, and the scars-"

"But JARVIS-"

"Interrupt me one more time Cint and I swear-"

"I didn't-"

"That's it!"

And that's how Steve came to find two assassins having a slap fight in the kitchen at three in the morning.

* * *

Each day bled into the next. There were no windows anywhere, and Peter was too out of it to know how much time had passed. It could have been days, or it could have been weeks, and he would have no way of knowing.

Each time he was dragged to that lab, and strapped to that table, a little bit of himself was ripped away. Then the experiments began.

What if we gave him a concussion? Or if we broke his leg? Pulled a tooth? Formed bruises all over his body? Stabbed him in the stomach? Shot him in the arm? And on and on and on it went, the pain becoming as much a part of him as his skin, or what was left of it, anyway…

Then, when they had had enough for one day, they would drag him back to that damn cell where he would heal just enough for them to do the same thing the next day or so. When the pain was less extreme, and he could move, he would curl into a ball in the corner. When it was worse, he would just stay in the spot on the floor where they had left him.

When he slept, (or passed out, either one) he no longer dreamed. It was like the blackness that had swept across the last dream he had took any other thoughts along with it. Now it was just dark and cold. And alone.

On one particularly bad night, right after he had been burned all across his back, he huddled in the corner beneath the blankets and couldn't stop shaking. He just wanted to go home. He wanted to wake up to Steve baking pancakes and asking him if he wanted any. He wanted to play Mario Kart with Clint, and do science with Bruce and Tony. He wanted to talk about the amazing places Thor and Natasha had been. He wanted to be home with his family.

But he couldn't. Tony probably hated him now, and the tower was wrecked anyway. Peter didn't even know if he would ever get out of here alive. So he blocked out the world and fantasized about the life he hadn't known was home until he lost it.

* * *

"Okay, so we've gone through all of the security footage from every camera in a ten block radius, gone over every satellite feed from that day, and even tried that stupid bloodhound. And nothing!" Tony ran a hand through his hair. "What haven't we tried?"

Bruce scratched at his stubbly chin, "What if we talked to Fury-"

"No!" Tony shot up from his seat, "We have enough problems without Director Jack Sparrow all over our asses. Besides, then we would have to tell him who Peter is, and that isn't exactly something he needs to know."

"I thought you were against this whole 'secret identity' thing?" Bruce pointed out.

"Well, not from  _us_." Tony spluttered, "I was going to adopt him, after all, that was something I kinda needed to know."

"By the way, if we find him-"

"When."

"Fine,  _when_  we find him, you are still gonna go through with the adoption, right?" Bruce asked.

"Uh… Let's just find him first, okay?" Tony averted his eyes guiltily.

Bruce paused and stared at Tony, "Don't tell me you're-"

"I just need to talk to him, Bruce. That's all." Tony said quickly, still avoiding the scientist's gaze.

God bless America, because at that moment, Steve came in, which defused the tense situation. "Anything?"

Bruce gave Tony one more glare, then turned his attention to Steve. "No, not yet. The repairs?"

Steve lit up at this, and said proudly, "Well, with the crew working around the clock, they should be done in the next day or so."

Tony smiled, "That's great, Steve. And Clint? I haven't seen him yet…"

"He and Nat are on their way down." Steve said with a weak laugh, "I think he's pretty surprised."

"And why shouldn't he be?" Tony asked grumpily, "We all were. Well, almost all of us…"

The vent popped open and the two spies crawled out. Okay, what was their deal? Tony had a perfectly good elevator, the least they could do was use it. There was a muffled thumping and yelling, also coming from the vents.

Natasha turned to them with an exasperated look, and explained, "Thor wanted to try. And before you ask, yes, he  _is_  stuck."

"It's his shoulders, they're too wide to fit! I tried to warn him!" Clint cried, throwing his hands in the air.

"Whatever, have you been brought up to speed, Clint?" Tony asked.

"Um, I think, but I'm not sure if Natasha is messing with me or not." Clint replied as he rubbed the back of his neck.

"No, she's legit." Bruce sighed, before turning to his computer, Tony supposed to return to searching.

"That's… not possible. Have you  _seen_  Spiderman in action?! There's no way in hell he's a kid, let alone Parker." Clint crossed his arms and scowled. Tony could see where he was coming from, but they really didn't have time to dwell on this.

"Well, whether he is or isn't Spiderman, we still need to find him. There's no telling what's been happening to him this past week." Tony declared, which was met with a general nodding and hum of agreement from the others.

"And how are we supposed to do that?" Steve asked. He had always taken the lead, but this was way out of his depth.

"I don't know." Tony sighed, "I wish I had my blood tracking system up and running. I'm sure it would be able to find him."

"What blood tracking system?" Natasha asked, halfway in the vent, poking at Thor with a broom handle.

"Well, Fury came and asked Stark industries to improve some of the helicarrier designs. There's this one bit of tech that, when it's done, can track anyone in the world with just a sample of their blood. It'll be done once I get a good enough system base of blood samples." Tony explained.

Steve frowned. "Are you sure that's a good idea? Should one government really be able to have that kind of power?"

Um, why not? "Whatever, it doesn't even matter because we need to find Peter now, and it won't be operational for at least a few more months." Tony responded.

Thor tumbled out of the vent ungracefully, a whirl of hair, hammer, and sweatpants. Despite the undignified entrance, he jumped to his feet and grinned like a child on Christmas. "That was fun." he smiled.

"What about your creepy friend, Thor?" Clint asked, "doesn't he see everything?"

Thor shook his head sadly, "I haven't been able to contact Asgard. There is a dark matter cloud passing between our realms, so it will have to move out of the way before I can reach Heimdal."

"And how long will that take?" Bruce asked.

"It should take at least another week. Perhaps two." Thor replied.

Tony was beginning to feel hopeless. They might not have that long. Hell, they might already be too late! They needed another way to track Peter…

"Wait." Tony said, a crazy idea coming to him. If they couldn't track Peter, maybe they would have to track Spiderman! Tony rushed to the elevator, the others close on his heels.

"What is it, Tony?" Steve asked, not quite sure why he was following him.

Tony ignored him and turned to Bruce once he had entered the elevator. "Bruce, do you know how Spiderman's tracer things work? You know, those things that he puts on people so he can follow them?"

Bruce gave Tony a confused look, and responded, "Uh, no. I actually still don't know much about his powers or tech or anything. Peter only told me the basics, and I didn't want to pry."

Tony ran a hand through his hair, "Damn… wait, JARVIS?"

"Yes, sir?" the A.I. questioned.

"First of all, you knew Peter was Spiderman, didn't you?" Tony said, annoyed.

"I may have sir." JARVIS answered. That little shit…

"Did he ever use my labs to, you know, make any Spiderman tech or whatever?"

"Yes, he did fairly often." JARVIS said, knowing exactly what Tony was getting at, "Would you like me to send the schematics he used to you?"

"Yeah, do that." the elevator opened on Peter's floor, and Tony rushed to his room. The other Avengers looked at each other, no idea what was going on, before getting off of the elevator to wait for Tony to explain.

Tony flung open the teen's door. Since he had gone missing, Tony had avoided the whole floor. Now, though, he had a purpose. He looked through the closet, in his desk and dresser drawers, and under the bed. They had to be around there, somewhere. Sadly, he looked through the entire room, and found nothing. ' _Okay, if I was Peter, where would I hide something?'_

It took a second, but it came to him. He looked up, seeing a vent built into the ceiling. ' _Bingo'_. Tony called out, "Clint, do you know how to get into the vent in this room?"

"Uh, duh." Clint replied from the other room.

* * *

"How did you  _never_  go in there before now?" Natasha asked.

"I did! It was hidden in a corner, Nat, I don't look for that on my way to training." Clint said defensively.

Clint had wasted no time getting in the vents above Peter's room. It had taken a moment, but he soon found a small bundle of cloth hidden in a corner. Tony had expected something like that, but it was the contents that he cared about.

The cloth turned out to be an old costume, obviously too torn and bloody to be used again. It had been wrapped around two devices that Tony could only guess were his web shooters. There was also a plastic bag with about thirty of the tracers, also no surprise. It was the other two things they found that were.

One of them was an old, slightly creased polaroid snapshot. The subjects of the photo were two men and two women, one of which was holding a baby in a bundle of blue blankets.

"Is that… his family?" Steve asked.

"Well, it obviously means something to him for it to be hidden like that." Natasha shrugged.

"What's that, then?" Clint wondered, pointing at the final item. It was a folded up piece of paper that, upon closer inspection, turned out to be a map of the city. There were scribbles all over it, and some places circled in red pen. Some of the circles had notes like,  _warm_  and  _sense danger, don't come back_.

"I think it's a map of the best places to sleep." Bruce guessed.

"Huh." Tony looked closer at the notes.  _Smells like rotting meat, but dry. Nosy woman across street. Crane will be there until January._ With each little scribble describing where he had been sleeping, Tony felt his heart go out to him. Had he really slept on a crane? Well, he supposed that was a bit better for him than most people, but still.

Tony looked up at Clint, who was playing with the web shooters. "Why won't they shoot?! I think they're jammed."

Bruce shook his head, "No, it takes somebody with super strength to use them. Like, if a normal person tried to swing from buildings, their arms would get pulled out their sockets. So it takes a strong jab to the trigger to make it shoot."

Clint looked grumpily at the web shooter, then lit up when an idea came to him, "Hey, Cap!  _You_ have super strength! Here, try." He tossed the tech to Steve, who caught it with one hand.

"Maybe later, Clint." he said responsibly. He wasn't fooling anyone. He wanted to try.

"Well, can you tell us the point of this, now?" Natasha said impatiently.

"Oh! Yeah, well, while you were getting this," Tony picked up the bag of tracers, "I was reading over the schematics JARVIS sent me. Did you know that Spiderman has a sixth sense that warns him of danger?"

"That's so unfair." Clint pouted, "I want one."

"That isn't even the best part!" Tony declared, "Peter somehow figured out the frequency this works on and made these tracer things to work along with it. So once you activate it, he can follow it anywhere, because he can sense where it is!"

"That's amazing!" Steve said in awe, taking one of the tracers and examining it.

Bruce's face lit up with realization, "So you're saying that if it works one way-"

"It'll work the other way too!" Tony finished.

Thor, who had been watching the others quietly up until this point nodded and said, "So how long will it take to find young Peter, now?"

"I think we can have a reverse tracer up and running in a few hours." Bruce predicted.

Tony clapped his hands, "Then what are we waiting for?"

* * *

Peter was screaming. Oh, God, why did anyone decide to invent electricity? Ben Franklin, how could you?

Otto had figured that it couldn't hurt to see exactly how he managed to fight Electro without dying from being electrocuted. He was wrong. It really could hurt.

The machine cut off, and Peter gasped, his breathing ragged, unable to stop shaking. They had been at this for hours, and his nerves were shot. It was almost a relief when Otto said, "I think that will suffice for today. More tomorrow."

Peter wanted to fight as two lab assistants came and unstrapped him from the table, but he could barely move at all. He was twitching pretty badly, though, so there was that. They dragged him down the concrete hall to that damn cell, and dumped him on the floor. He didn't even look up as they left, and he heard the *clang* of the heavy metal door slamming behind them.

He just layed there and twitched, finding no reason to get up. This sucked.

Then he felt it. His spider sense had been aching ever since he got kidnapped, but this was different. It was more of an instinctual pull than a warning, and he recognized it as one of his spider tracers. But how?

He had hidden all of his spidey stuff in a vent, seeing as it was way less likely for someone to find it there, especially with Clint gone for Christmas. Had Peter left them out? No, he knew they were in the vent. Which left two possibilities.

One, Clint could have been crawling in the vents and found them by accident. Maybe the Tower hadn't been totally destroyed, so it was back to life as usual.

Two… somebody had gone looking for them. Which meant that, maybe, just maybe, somebody was looking for him.

Peter knew better than to get his hopes up. The odds of getting out of there alive were slim, and he really wouldn't blame anyone for giving up on finding him. After all, he had lied to them, let Tony give him a place to live and clothes and food. He had caused them so much trouble and pain. But they  _were_  heros…

"Please hurry." Peter croaked hoarsely. He had stopped believing that anyone could care about him. But if there was anyone with any chance of finding him, it was the Avengers. Maybe he could believe in them.

* * *

"Got it!" It was one in the morning, but nobody in Stark Tower had any thought of sleeping. And their late night had paid off.

"What's it say, Bruce?" Tony asked excitedly.

"It's not giving an exact location, just pointing in the direction we need to go. But, yeah, it's working." Bruce explained.

"Then let's suit up and go get him!" Tony jumped up and made a beeline for his Iron Man armory.

Natasha peered at Clint. "I'll just be glad when we get him back."

Clint looked back at her in surprise, "Huh. Going soft, Nat?"

She shook her head. "No, you haven't been here. Tony's been falling apart, even if he won't admit it. If anybody's gone soft, it's him."

"I don't know, I think I see a shadow of emotion on your face." Clint grinned cheesily, and Natasha responded with a soft (for her) slap.

"Whatever. So when are you gonna tell Fury?" she changed the subject.

"You mean you haven't yet?" that wasn't like her.

"It wasn't my assignment, Clint. You know that. But he does need to be told soon, or he's gonna be pissed when he finds out." she warned, and Clint could tell that wasn't all there was to it.

Of course, the last thing Clint wanted to do was bring Fury down on Peter. Hell, he still didn't really know why he had been keeping this a secret from them. The least they could do was let him explain himself. He hated it, but he, like the rest of them, had gotten to like the kid. Even if he was pretty sure he was somehow cheating at Mario Kart. Did that sixth sense work in video games?

Not to mention the fact that Spiderman… Peter had saved his life. Didn't he still kinda owe him?

He bit his lip as he stocked his quiver. "I mean, we should at least go get him before we tell Fury. We have no idea where he is or what he's been doing this past week. We don't even know if he's alive, Nat! Besides,  _I_ haven't seen absolute proof he's really Spiderman. He could just collect tracers off the street, and any old nerd could have made those web shooters."

"That's bullshit and you know it." Natasha snarled, "But I'm not gonna tell you how to do your job. Just don't forget where your loyalties lie, Clint." She stalked off to suit up.

Yeesh, she was in a mood. But Clint knew her well enough to know she didn't mean it. If he had to guess, he'd say she was just upset about what this was doing to the team. They were all stressed. Speaking of, "Hey, Steve."

"Hey, Clint." he sighed, scratching his hair, "Ready to go?"

"Yeah, I've got all the arrows I'll need. I think. It would help to know where we're going." He replied.

"Well, I guess we'll have to hope for the best." Steve nodded, running a hand through his hair. Wait a minute…

"Oh my God. You didn't!" Clint cried in amazement.

Steve blushed, "I don't know what you're talking about!"

"Yes you do! You used the web shooters!" Clint laughed.

"Shh! I don't want Tony to find out! Or Peter, for that matter…" Steve said in embarrassment.

"Dude, your hand is obviously stuck to your head. Tell me, how did Captain America manage to get webbing in his hair?" Clint grinned.

"This was all your stupid idea." Steve muttered.

"Well, how long ago did it happen?"

"About half an hour."

"Well, it dissolves in an hour. Have fun holding your head for another thirty minutes, spangles." Oh, Clint was having the time of his life right now!

"It's a lot harder than it looks. Not to mention the thing was suffocating my hand. Spiderman has child wrists, I swear." Steve said absentmindedly, before realizing what he said. Of course Spiderman has child wrists. Spiderman is a child. Spiderman is Peter.

Maybe he was more like that kid from Brooklyn than Steve had originally thought…

Tony came out in full Iron Man apparel. "Okay, wheels up in five, it's time to go get our spider back."

**Notes for the Chapter:**

> I just wanted to thank you guys for all of the positive feedback I've been getting. The Kudos and Comments really brighten my day, so thank you all so, so much!


	14. It's Hard to Understand

The first surprise came when the tracker led them away from New York. They all knew Otto was usually based in the city, so they expected him to stay within its borders. The second came when it led them away from land, into the sea.

"Are you sure that's right?" Clint asked from the pilot seat.

"Seventy percent sure, yeah." Bruce said, fiddling with a dial on the tracker, "And for something as slapped together as this, that's pretty good."

They flew at half speed for ten minutes until… "Stop! You passed it, go back!"

"What- passed what?" Steve asked.

Tony joined Steve in crowding around the tracker, "It says he's directly below us."

"But there's nothing there!" Clint protested. He was right, there were no boats or rigs or even a stray booey. The waters tossed darkly beneath them, completely void of any sign of their friend.

"You think he's in a sub or something?" Natasha asked.

"Well, we could land on the water and use the sonar, but I kinda doubt they would be able to keep him in a sub. There's way too much that could go wrong." Tony ran a hand through his hair, weighing all of the variables.

"You don't think it could be… you know… just a body?" Clint wondered slowly, leaving the others stunned. He had to be alive… right?

Bruce shook his head, "No, as long as this can track him, we know he's alive. It's tracking his spider sense, remember? Not Peter himself."

"Spider sense?" Thor repeated in confusion.

Bruce smiled softly, as if remembering something, "Yeah, that's what he called it."

Tony wanted to laugh. That kid. When they got past this, he would have to explain that just because he has spider powers, doesn't mean he had to slap spider in front of everything. Honestly, spider tracers, spider sense, spider strength. He was subtle, that was for sure.

"Well, he's gotta be down there, right? I'll check it out, see if I can find anything." Tony declared before jamming on his helmet and opening the hatch. He jumped out into the night, not even attempting to slow as he approached the waves.

He crashed into the sea, then turned on a search light. There could be anything down there, and Tony was pretty sure he had read about octopi being good at blending in. Not that Octavius was really an octopus, but still…

Oh.

Nope, that wasn't blending in at all.

Spreading out along the bottom of the sea was a huge compound, a concrete and metal structure that was low to the ground, and seemed to Tony like the kind of building that would be built on the moon. Okay, this explained some things.

Peter was in there. After a week of searching, he was so close. Tony wanted to just go straight in, but he knew he needed backup. Just hold on a little longer, Pete. Just a little longer.

* * *

This was new. They hadn't even bothered to strap him down, they just went right at it in the cell. Otto wasn't even there, for the first time, he had let some of the lab assistants take over for the day. Something about a light or something…

"Aagh!" Peter cried involuntarily as the bat swiped across his face. You know, he didn't think they were really scientists. Maybe they were just assholes. Yeah, that seemed right.

Today, they were 'simulating a gang fight'. Whatever. All Peter knew was it hurt, and there were bats, knives, and a gun, though they hadn't used that yet. He supposed they were waiting to run out of energy.

Peter hadn't eaten in like, a day, so he didn't even have the strength to try and dodge their blows and stabs. He wondered if they knew who he was. Would anyone recognise him like this?

*Thwack*

*Slice*

*Bang!*

Peter's vision ran red with the pain. Oh, God, which was worse? The broken arm or the bullet hole?

"Okay, that's enough, guys. We need him alive for the sourpuss." Said a middle aged male assistant. Oh. That was a good one. Peter should have used it when he fought Ock that one time…

They were soon gone, which left Peter to think. Okay, he was bleeding out, but he could put pressure on it with a blanket or something. More pressing was the weird, growing feeling in his skull.

Peter knew it was familiar, but he couldn't tell where he had felt it before. Honestly, he was in such a daze, he was having a hard time thinking straight.

Oh, who cares? This was it. He was going to die in this shit hole. Funny, he risked his life almost every night to save the city, but he had never imagined his would be how he died.

No. No, this wouldn't be how he died. He had done too much, come too far to die like this. If they were going to kill him, he was gonna put up a fight. Who knew when the Avengers would come, if ever? If he ever wanted to see anything he loved again, he had to come up with a plan.

So he did.

* * *

Tony loved his jet. He especially loved the fact that it could double as a submarine. They dove to the compound and found a port to dock, then prepared to go in.

"Okay, Bruce, stay here. If the other guy were to get loose in this place, well, let's just say we don't want that to happen." Steve commanded.

Bruce nodded, "I agree. I'll be here, running the coms."

"Alright, Tony, you're with me." Steve continued, "Thor, Nat, Clint, you go the other way. Tell us if you find him or anything else that can help."

"You know," Clint said with an amused smirk, "I can't help but wonder why  _you_ guys always go alone together."

Steve blushed and stammered, while Tony only rolled his eyes. "Married man, Barton. Though I have read some pretty nice fan-fiction about-"

"No!" Steve cried in a panic, "Never bring that up ever again!"

Thor raised an eyebrow, "You know, you have still not explained the nature of this 'fan-fiction'."

Steve only groaned in response.

"Whatever, we don't have time for this." Natasha reminded them. "It's only a matter of time before they realize we're here, and our only objective for now is retrieval, not a fight."

"Alright, let's go then." Tony said solemnly. The hatch opened into the underground docks, and they made their way out. It was void of life, the only sounds were their footsteps and the low hum of fluorescent lighting. At the other side of the space was a doorway, which branched to the right and left.

The two groups nodded at each other before going their separate ways. Tony went with Cap to the right, and they walked along in silence. The halls all looked the same, and each was as depressing as the last. They passed only a few doors, but they didn't find anyone.

That was odd. Tony hadn't been in many underground bunkers, but this seemed to be a pretty big place. Surely there were people who worked there? Apparently not, because for the next few minutes, they didn't see so much as a janitor.

Steve seemed to take this as a sign they could talk, " So, Tony,"

"Don't bother, Cap, I already know about the webs" Tony grinned beneath his helmet, "Peter's gonna be so excited to hear-"

"Tony, come on!" Steve said exasperatedly, "First of all, don't tell him. Second of all, that's not what I was gonna say."

"Then it can wait. We're still on the coms, you know."

"Well… okay, but later, after we find him-"

"Wait!" Tony cut him off, then whispered, "Did you hear that?"

They both paused to listen, and the sound came again. It was something like a quiet whirring, followed by a clang. It sounded familiar, though Tony couldn't quite place it…

Cap did his weird army hand signals, which Tony didn't know, but he got that he was trying to say to follow him stealthily. They crept along the wall toward the corner, where Cap slowly peeked around then-

They came. Those same bots from the attack on the tower. They came around the corner in a wave of squirming metal, the whirrs rose in a roar, and Steve had only enough time to crouch behind his shield before they slammed into the pair. Tony fell backwards from the impact, and he was soon buried by the bots.

He was really starting to hate these things.

"Well, if it isn't the Avengers. I had been wondering who would have the technology to find my little hideout." Came a voice that Tony was getting pretty familiar with. Doctor Octopus continued, "What brings you here? I don't believe you have a warrant?"

Tony struggled to stand, but it was like standing on shifting sand. Finally, he managed to get upright and said, "Cut the crap, Octavius. Where's Peter?"

The man, held upright by his extra arms, paused at this. "You mean Mr. Parker? Whatever could you want with him? I assure you, he won't cause any trouble here. In fact, he's been rather useful."

Steve was fighting the onslaught of robots, but he too managed to get to his feet. "What are you talking about?"

"I assume you've taken samples? His power is… astounding. The raw power of the atom. He is more powerful than either of you, than any of you. He could kill a man with a single punch. And you had him under your roof. Doesn't that seem a little foolish? Tell me, why not just let SHIELD handle him, keep an eye on him? Isn't it below your pay-grade to watch mutated children?"

The bots began to make their way into Tony's suit, and up both of their legs. "Mutated? I would say 'awkward' or 'clumsy', but mutated seems a little- agh!" One of the bots was trying to dig into his eye-slit, blocking his view until he swatted it away.

"I think you could have dodged a bullet here, gentlemen. I took him off of your hands. He is only a burden to you, after all." he stated, grinning.

"...Oh, is that what you think?" Tony went still, his voice leveled in deadly calm. Steve had only heard him like this only a handful of times, and he knew what it meant. Tony continued, "That he's… a  _burden?_ "

"Wasn't he?" Otto said carelessly, "I'll tell you what. You can leave now, and your conscience will be clear knowing that you did attempt to find him. I won't stop you, and you needn't worry about your team either. But if you continue… I will kill you all. And then I will tell young Parker that this was all his fault-"

He was interrupted by Tony shooting him in his ugly face. "Go. To. Hell." Tony seethed through gritted teeth.

Otto reached up slowly and grabbed his glasses. He held them gingerly, staring at the crack the shot had made. They were broken. His face twisted in rage, and his head snapped up to face the two Avengers. "So be it." He spat.

The bots reacted to this, renewing the attack they had only stopped so that Otto could talk. They rose around the heroes, and Tony only had one thing on his mind as they blocked out the light, " _I need to get to Peter_ ".

* * *

"This is a  _stealth_  mission, Thor! You're gonna give away our position." Natasha sighed. They had been wandering around the endless corridors for what seemed like hours. They hadn't come across a single person, and Clint was starting to get paranoid. There had to be  _somebody_ , right?

"My apologies, Natasha." Thor said in a slightly quieter voice than normal, which was really more of a normal tone than quiet, "But I am beginning to wonder if this place is not abandoned."

Clint shook his head, "No, Bruce would have told us if Peter's position changed too much. He has to be here, and I doubt they would just leave him here after all of the effort they went to to get their hands on him."

Natasha seemed deep in thought, "It  _is_  strange that we haven't-"

"Ssh!" Thor interrupted before grabbing them and pulling them all against a wall. Not a moment later, two people in lab coats, a man and a woman, walked past in a connecting hall. The group of three kept quiet as the scientists passed, as they hadn't been noticed.

The woman scientist spoke, "-and another thing, if we have to leave, why couldn't they give us a heads up? I can't just pack up all of my belongings in an hour, my cat-"

"Well, you're gonna have to." The male scientist interrupted, "Apparently, the Avengers don't care about your  _cat_. I just wish we had held off on testing today, the subject may be too unstable to move out of here."

"Oh, and who's fault is  _that_? I told you something was up when Otto didn't show up today. He's gonna be pissed if he dies on the way out because of us." The female shot back.

"He was already in bad shape before us, I swear, if Otto wants to blame…"

Then they were out of earshot. Clint bit his lip and turned to the others, who were looking equally upset. "Do you think they were talking about Peter? What did they mean, 'testing'?"

Natasha shook her head again, "I don't know, but I don't like the sound of it."

"Well, I suggest we go the way they came from, as they seem to be coming from something." Thor stated, so they went in the direction they had come.

As they went, they started to smell a strange scent. It was something like formaldehyde or antiseptic. Clint was reminded of hospitals, and he hated hospitals. And from experience, he knew that the way he didn't like had to be the right way.

It wasn't long before they found another hall, this time with doors. There had to be ten different ones, and they could have been hiding anything. Clint signaled for the others to go ahead as he went for the first door. He reached out and slowly grabbed the handle. Was it locked? He gave it a tentative turn, and it clicked open. Okay, then, not locked. He braced himself and swung it open, ready for any threat, and he saw… boxes. Good job, superspy, you found a closet.

Upon further inspection, it seemed to be filled with medical supplies, like needles and bandages. But no Peter. He stepped back into the hall and saw Thor leaving a room with a frown. Clint gave him a questioning look, but Thor just shook his head and moved on. As Clint passed he saw that it was a bathroom. Nice.

"Guys. Here, now." Natasha said hollowly from the third room, and Thor and Clint followed her voice. ' _What now, an employee lounge?_ ' Clint was in no way prepared for what he saw in the room.

There were tables lined with medical supplies along the walls of the room, along with some fancy hospital equipment. There were monitors and special lights hung from the ceiling. And in the center, like some twisted center piece, was some sort of table. It was covered in a red residue and there were strange cuffs that glowed red in the semi-darkness.

"It looks like… some kind of surgical room." Clint stated.

"No." Natasha said, her face like stone, "Torture."

The statement left the group in a heavy silence. Oh, God. Clint was hoping more and more that this was the wrong place. The wasted time would be worth it this time.

They moved on, this time going together. A lab. An empty concrete room with a drain in the center. Another lab. An employee lounge. Each of the next four doors held another pointless room. Then they came to the eighth door. It was made of a heavier metal than the others, and it was actually locked.

"Hold on." Natasha said smoothly as she bent down to pick it. It didn't take long before Clint heard a distinctive *click*, and she was able to turn the knob. The door swung open on a room similar to the one they had seen earlier, with the drain. Clint was just going to move on, but Thor, who was standing behind him, pointed in and Clint saw it this time. The blood. It was smeared across the floor and walls, and now he could smell the iron tang of it.

Natasha moved in quietly, and Clint followed close behind. What the hell had happened in he-

He didn't even finish his thought. It all happened so fast. One second, he was standing behind Natasha, the next, he was enveloped in darkness and tackled to the ground.

Natasha spun around and, without even thinking, kicked Clint's attacker in the chest. He staggered back before leaping at her, but she managed to dodge him and use his momentum to pin him to the wall.

"NO!" He cried hoarsely, struggling weakly against her iron grip, "No more! I-I won't do it, I'll stop you I- let me go! Just stop- I- I won't-"

"Peter?" Natasha said in shock. It was him. They had found him! "Peter, it's me, Nat! Stop trying to kick me, it's me!"

He paused at her voice and turned his head to peer at her, "N- Nat? Is… is that really you?" His eyes went wide, seeming to plead that it was.

Clint finally threw off the blanket and stood up, "Yeah, it's us, kid. Sorry it took so long we just- HOLY SHIT!"

Natasha released Peter and stepped away, taking in his appearance. He looked like hell. There was no part of him not caked in blood, and some of the wounds had yet to scab over. They were definitely fresh. Which meant the ones who did it… were close by.

He rushed forward and tackled them in a tight embrace, "Oh my God, you don't know how happy I am to see you guys! This place- well- I-I'm really glad you're here- e-even Clint!" he squeaked, his voice cracking and grating painfully.

"What- what did they do to you, Pete?" Clint asked slowly. Cuts. Bruises. A gunshot wound? How- he was just a kid!  _Their_  kid. An anger swept through him, giving him a strong urge to murder every bastard who had known about this.

Peter fell silent, and Natasha stepped away (She's really not a hugger) leaving him to stare at the floor awkwardly.

"Alright then, let's go home, kid." Clint sighed, putting an arm around Peter's shoulders. They could talk about this later.

The entered into the hall, though it was with some difficulty. Peter didn't really seem to be too keen on being touched, as his initial excitement was wearing off, but he was unsteady on his feet. Each step was on wobbly legs, which could have been from exhaustion, or drugs, or pain, or maybe a mixture of all three. Once they were in his sight, Thor gave a wide grin at his young friend. "Peter! Good, I was beginning to wonder if we would  _ever_  find you!"

Peter mirrored his grin with a watery smile, "Hey, Thor. Good to see you too, man."

Natasha put a finger up to her ear, "Okay, guys, we found him. Back to the- what? ... Hold on, we're coming!" She turned to the others, "Otto is attacking Steve and Tony, we don't have much time, so we need to get to their position." She commanded.

"What about Peter? He's in no condition to fight-" Clint started, only to be cut off by the teen.

"I'm fine, it's Steve and Tony who're in trouble." he protested.

"We just got you back, we're not about to take you to a battle after everything that happened this week." Clint declared.

"There's no time for this, they need help." Peter might have sounded a lot more convincing if not for the way his voice crumbled.

Natasha sighed, "Clint you're not wrong, Peter obviously needs medical attention as soon as humanly possible."

"There!" He said triumphantly to Peter.

"But he's not wrong about Steve and Tony being in trouble." Natasha continued, "So he needs to come with us, but Peter, I swear, if you so much as make a fist, I will get Tony to ground you for eternity. Come on, we need to get moving!"

* * *

They came. And they kept coming. The bots wriggled their way into Tony's suit, and it was beginning to shut down. He lost his hand repulsors first, and in turn lost any ability to fight the machines.

To make matters worse, Otto kept getting in cheap shots when they were preoccupied. Tony would have loved to fight back, or even defend himself, but he was having a hard time even standing.

Then he heard Nat over the comms, " _Okay, guys, we found him. Back to the-_ "

"Nat! We have a little- uh, well, we have a lot of little problems!" Tony cut in.

" _What?_ " She asked. Okay Tony, make some sense!

"Otto's attacking, and his little robots, and- Oh, just get here!" Tony cried as one broke through into the interior of the suit.

" _Hold on, we're coming!_ " She said, then logged off. Well, he just had to hope for the best, now. The most pressing problem at that moment was the one that was crawling up his leg. He did  _not_  want it to get much higher.

They had been backed into a big room at the end of the hallway. It was like a giant dome with glass windows built into it. The whole place was lined with consoles and dials, probably vital to keeping the place safe under all of the water pressure.

He engaged his rocket boosters in an attempt to shake some off, but they clung tight. Tony couldn't even steer because he was busy trying to squish the one on the inside, so he was pretty much flying around out of control.

"Ha! Gotcha!" He yelled as he felt the bug crack with the force of a particularly strong kick. Then his rocket boosters cut out. He dropped like a rock and Otto seemed to think of baseball.

*THWACK!* he drove one of his arms across Tony's back, sending him flying. Oh, God. This was so bad. With no way to steer or even to try and slow his fall, he skidded painfully against the ground. His ears filled with the sound of grinding metal, and he could feel his arc reactor shake in his chest as it ran against the ground.

"Ow." He muttered weakly as he came to a stop. "Systems check"

"You are in need of repairs, sir." JARVIS replied.

" _Naw._ " Tony sighed sarcastically. "What's not working?"

"Rocket boosters, hand phasers, auto pilot, left leg, auto aiming, right-"

"Never mind, what  _is_  working?" he said in exasperation.

"The air conditioning is fully functioning, sir." JARVIS answered. "Along with your arm missiles."

"Well, it's something." He muttered.

"Are you truly 'Earth's mightiest heroes'?" Octavius sneered as he walked to Tony. The bots came with him, and Tony couldn't see Steve anywhere. They swarmed him, getting rid of any chance he had to recover. "You attempt to save others, yet you can't even save yourselves."

"I have a question." Tony needed to stall. With his suit not working, it was only a matter of time before Otto ended this. "How did you even afford all of this? Are you working part time somewhere? Can I take an order for a large happy meal, with a toy?"

Otto gave a crooked grin, "I'm not the only one interested in Mr. Parker. There are plenty who were willing to fund my endeavors here. But now I have a question, Ironman. Why are you so intent on finding him? My best guess as to why he was even living with you was to make it easier to keep an eye on him. I suppose it make sense; after all, you can't have mutated children running around without supervision."

"But you could have saved a lot of time and energy just letting him go, now. If I didn't know better, I'd say you cared for the boy, Stark."

"Not that I have to tell you anything," Tony grunted under Otto's bots, "but for the record, I didn't even know he was Spiderman before you tore up my place. By the way, someone has to  _pay_  for that, you know-"

"But-  _why_?" Otto asked incredulously, "If you didn't know about his power… why would you ever care about Parker? There was no point in him living there! This makes no sense!"

"You wanna know why I care, Squidward?" Tony struggled, "Because he's a great kid. Powers or no, all I wanted to do was keep him safe. Don't try to understand that because you never will. And you made the biggest mistake of your life when you messed with him."

With that, Tony used all of his strength to punch a hole in the blanket of machines, and raised his arm. It shot off a tiny missile at Octavius, which he blocked with one of his arms. Tony heard a wail of pain and a dying hum as the arm fell limp beside the scientist.

"FINISH HIM!" Otto cried, his voice filled with rage.

"How about they don't." said a familiar voice, and Tony could have hugged ole' bird brain in that moment. That is, if he wasn't pinned down by all of those robots.

"Take this you robotic devils!" Thor yelled as he raised his hammer, then brought it down on the ground, which sent a shock wave outward. The robots shorted out, going crazy and running around uncontrolled. One of the ones on Tony just spontaneously exploded.

Natasha came up to where he was lying, "Hey, tinhead. Need a hand?"

"Oh, thank God. What took you guys so long?" Tony breathed. He took Natasha's hand, and she heaved him up from the ground. It took a fair amount of effort, too, because his left leg had locked up, and the damages to his suit made it, like, ten times harder to maneuver.

"Well, Peter really isn't moving at top speed right now." Natasha explained.

 _Peter!_  Tony looked around excitedly, "Where is he?"

"I had him wait in the hall. Something tells me he would try to join the fight if he were in here." She replied.

"YOU APES!" They spun around to find Steve (A little worse for the wear, but otherwise fine) and Clint taking turns attacking Octavius while Thor played golf with the malfunctioning bots.

"Still wonder why we're Earth's mightiest heroes?" Steve challenged as he threw his shield into one of the arms.

"Never mind, I have all that I need." Otto snapped back, "I always have another plan, Avengers, and it will take more than a few simple soldiers to stop them."

Tony was confused, "What're you-"

Faster than Tony would have ever expected, especially with one arm out of commission, Octavius propelled himself over Clint and across the room. One of the limbs reached up and yanked a lever, which could have never been reached by any other person. It was built just for him. An alarm started to blare, and Tony felt the floor shake beneath his feet.

"Farewell, Avengers. Good luck." And with that he rushed out of a nearby door, which slammed shut behind him.

"Stop him!" Clint cried, but Natasha put an arm on his shoulder.

"Remember the mission, Clint."

"You saw what he did!" He protested.

The lights flickered, and an announcement sounded throughout the compound, "Five minutes to evacuate."

"We need to get out of here." Steve declared, and as much as they all hated it, he was right.

"Fine, but does anyone know the way?" Clint asked. Oh. That was a tough one, alright. These corridors twisted and turned in the most confusing way. Tony guessed it had taken them half an hour just to get to this room.

They heard a door click open behind them, and they all spun around, bracing themselves for another attack. But it simply swung open enough for Peter (Holy shit!) to stick his head in. "Guys, I know you told me to stay out here, but I think Doc Ock did something to the building-"

"Peter! Come here!" Steve called, and he stepped into the room. Oh, God. Tony stood there in shock as he limped forward. Steve met him halfway. "We have a bunch of those tracer things of yours on the sub. Can you- I don't know- feel them or whatever?"

"Oh,  _that's_  what that is! I knew I felt somethin weird." Peter replied. He sounded kinda dazed. Was he on drugs? The way he looked, Tony hoped so.

"Pete, we need you to take us there, okay? Can you do that?" Clint inquired.

Peter nodded. "Yeah, this way."

* * *

Bruce was really getting worried now. They were coming as fast as they could, but he had just heard the one minute warning, and there was no sign of them. "Come on guys…" He muttered to himself.

"Thirty seconds to evacuate." the voice came again. Come  _on,_  guys!

He felt so helpless, just sitting there. The Hulk was all but useless here, and Bruce knew it was no use to tell them to hurry, but he really  _really_  needed them to make it out alive.

He kept the hatch open as he moved to the front. He got way too stressed when he drove, but in this case…

"Ten seconds to evacuate."

Where were they?

"Nine."

"Eight."

Were they lost? How was Peter's sense even working?

"Seven."

Like, wasn't it just leading him toward the tracer?

"Six."

How would he know to go around the corners?

"Five."

"Four."

He didn't even know what would happen when the countdown finished.

"Three."

Well, he was about to find out.

"Two."

_Come on!_

"One."

"Bruce! Start the engines!" Tony yelled, and Bruce wanted to jump for joy. But in that moment, with his friends only twenty yards away, the building began to fall. Explosions rocked the floor, and the ceiling crumbled above them.

"Hurry!" Bruce yelled as he flipped switches and revved the engines. The whole loading bay was going down and… they weren't going to make it.

Thor began to swing his hammer, and Steve scooped up.. Peter? Thor called, "Brace yourselves!" He threw his hammer forward, and it was too fast for Bruce to see.

As Mjolnir flew forward, taking Thor with it, Thor grabbed Clint, who grabbed Natasha, who grabbed Steve and Tony. The whole team was dragged into the cargo bay of the sub at breakneck speed, and as soon as they were in, Bruce punched a button to close the doors.

He could hear concrete slamming into the top of the ship, but he didn't care as he threw it into drive at top speed. The Avengers were tossed into a pile at the back, making those on the bottom groan inn protest. They took off into the water just as the roof collapsed completely.

They had done it. They were in the clear. And they were finally all going home.

**Notes for the Chapter:**

> I love all of your reviews and kudos so much, you guys make my life. Thank you! ^.^


	15. Awakening

Tony paced outside of his lab. Bruce had kicked him out for being too "distracting", but he couldn't help it. He didn't really know what he had been expecting, but he was caught completely off-guard when he first saw Peter. So, naturally, when he passed out on the ship before they even got out of the water, Tony panicked.

Pepper came down to join Tony at some point, but to be honest, he was too lost in thought to really notice. She simply sat and wrung her hands anxiously as Tony paced.

He should have seen this coming. He had been kidnapped too, for god's sake! But… he had deserved it. He was the one who had made those weapons, so it only made sense that they were turned on him. But Peter hadn't done anything wrong.

From what Bruce had said, this was all an accident. He had never meant to become a superhero, had never intended to get these powers. It just kinda happened. That's another thing. Why on Earth, when he found out that he could lift cars above his head and walk up walls, had he decided to keep it so secret? If Tony had gotten that kind of power he would have shown off any chance he got!

But not Peter. He was... the greatest kid Tony had ever met. Heck, one of the best  _people_  he'd ever met! And was still so young.

So why had this happened to  _him_?

He didn't deserve it. Nobody deserved to go through what he had. Tony still wasn't sure exactly what had happened to him during the past week, but just the condition he was in now made it pretty clear it was bad.

Tony should have done something. He should have found him faster, should have protected him when Doc Ock attacked. Isn't that what fathers were supposed to do? Protect their kids? Despite everything, that's exactly what Peter was to him. A son.

But it had been left to Peter to protect  _him._  Tony had let him down. He was fifteen for God's sake! He was just a kid… oh God, this had happened to a kid. His kid.

Tony was having trouble getting his thoughts together. Honestly, he was still a little panicky. If Peter didn't make it… no. He was tough, he would make it.

He had to.

* * *

No. No more. The first thing Peter registered was the cold table he was lying on. No. Not again. He was spinning. Why was he spinning? His head was throbbing with pain, and his body felt strangely detached. What was happening? He wanted to move, to fight, but he couldn't. Even his eyelids were too heavy to lift. So he laid there and tried to get his thoughts together.

Okay, Pete, what's the last thing you remember? It was… what day was it? Then the memories came flitting past. Natasha. Clint. And… tracers? This was making his head hurt even more.

Wait. That's right. They had come for him. They had escaped, right? It was all fuzzy, now. If they had escaped, then why was he back on that table…?

He couldn't think anymore, everything hurt too much. He wasn't sure he even wanted to wake up, anyway. What was the point? All he would wake to was more pain.

So he didn't even fight as the darkness swept him away once more.

* * *

"Okay, he's stable now, but I gotta be honest Tony, he's not doing well." Bruce sighed tiredly. Tony wished so badly they could take Peter to a hospital, but that was too dangerous. So Bruce would have to do this himself.

"Can I see him?" Tony asked anxiously. He had been waiting outside the lab uselessly for around ten hours, and he would start drinking if he had to wait any more. Pepper had to leave around two hours earlier, because of an urgent problem back at Stark industries. She was worried, but she knew she was useless just waiting around. Working cleared her head, anyway.

"Well… fine, but be careful, alright? He's still unconscious, so don't wake him up." Bruce relented, then stepped aside and let Tony in.

He crossed the lab to the makeshift hospital on the other side, where Peter laid on a cleared table. Wow, Bruce had been busy. All of the wounds had been cleaned and dressed, leaving most of his body covered in bandages of some sort. His arm was in a cast, and one of the wounds on his shoulder was wrapped heavily. Where there weren't bandages there were bruises, and this included Peter's face, which had two black eyes and a broken nose.

There was a heart monitor looming over him, beeping to the rhythm of Peter's heart. The wires led to his inner arm, which Bruce had hated doing, because he had seen the puncture wounds already there.

There are no words to describe quite what Tony felt when he saw him, but I can tell you that a little piece of him broke that day.

There were no tears. There was no outward reaction at all. Tony simple stared in shock for a while, then pulled a chair from one of the consoles on the side, and sat beside Peter. He took his hand into his own gently, carefully not to move it too much.

And that's how he stayed.

* * *

Beeping. What was beeping? Oh, right. Ock must have put him back on the heart monitor. But why was it so quiet? He listened to the sound of the machine. "Beep, beep, beep,..."

And another sound. It was… snoring? Wierd. Who would be asleep here? Wait, that was a dumb question. After all, Peter was barely even awake.

Come on, Peter, snap out of it. You gotta do something. You need to find out what's going on. First, you need to try to move.

Peter concentrated. His body still felt strangely detached, but after a moment of concentration, he was able to lift his right arm a bit. A bolt of pain shot through him, and he let it drop. As for his other arm, it didn't even respond.

Okay, you can move. Well, kinda. Did that mean Octavius didn't bother with the cuffs this time? Next step, Pete. You have to open your eyes.

He took a deep breath, then cracked his lids open. It felt like prying open a shark's mouth (Don't ask how he knew what that felt like) but using only the power of face muscle. He was momentarily blinded by the bright examination lights, so he blinked a few times in an attempt to see.

And he saw… not Otto's lab. He was staring up at a roof he was actually pretty familiar with, seeing as he had spent plenty of time walking on it. The ceiling to the lab of Stark tower. Of his home. Was… was he home?

He turned his head to look around, but that was a mistake. The slight movement caused his vision to swim and his head to ache again. A moan escaped his lips as the pain ran through him, and he squeezed his eyes shut again.

The snoring stopped abruptly and Peter heard a voice that made it worth it to open his eyes again. "Peter? Are you awake?"

He turned his gaze to the Avenger sitting beside him, and could have cried at how happy he was to see him. "T-ny?" Peter croaked, his throat dry and lips cracked. Man, he sounded as bad as he felt. He kinda didn't want to know how he looked.

"Oh, Pete, thank God!" Tony exclaimed, leaning closer to the teen. "Bruce! Bruce, he's awake! Get Pepper down here, she said to let her know- and the others! And- Peter, thank God you're okay, I thought-"

"Tony!" Peter couldn't turn his head, but he heard the scientist approaching, "Stop it, you're overwhelming him. He's not in any condition to be bombarded with-"

"Sorry! I'm sorry okay? Peter, how are you feeling?" Tony turned his attention back to Peter, who tried to respond, but only managed a strangled sounding, "uuu-uh-mk"

"Tony, move out of my way or I'm kicking you back out." Bruce said as he shoved Tony aside and reached for a glass of water, "Here, Pete, this should help."

With Bruce helping, (well, doing all of the work, actually.) Peter was able to take a few sips. It felt like needles going down his throat, but it did help with the dryness.

"Is that better?" Bruce questioned quietly, which Peter was thankful for. With his advanced senses, the smallest noises were making his headache worse.

"Yeah, thanks." Peter managed to say. He was still raspy, but it was better.

"Good. Now, how are you feeling?" Bruce continued.

"I'd say like I was hit by a bus, but I've caught buses before and it's really not this bad…" Peter began to say, but drifted off mid-thought. Tony was there. How much did he know?

"Well, I would expect so. But I guess we'll lay off on the questions until later. For now, get some more rest, okay?" Peter didn't need to be told twice. He let his heavy eyelids fall shut, and it didn't take long to fall back into a dark sleep.

* * *

The Avengers. They were known to the world as the strongest beings of the Earth. But the world didn't see them sitting in silence around the living room, waiting for any news on their youngest family member.

They had been like that for hours. When they got home and Steve carried him down to the lab, they had all been with him, anxiously crowding. Bruce had had to kick them all out in order to have some room to work, and after the first hour, they started to go upstairs one by one. They had showered and changed, then, with nothing else to do, sat together in the living room.

They were each deep in thought. For Steve, it was a lot like what Tony had been thinking. He was just a kid. They were superheroes, and their own kid had been hurt like this. How could they save the Earth if they couldn't even save Peter?

As for Clint, he was stressing over what to do next. Fury would have his head if he didn't tell him what he knew. Naturally, SHIELD came first. But… could he really tell him about the kid after everything he'd been through?

Natasha simply sat there and stared at the floor. Nobody could tell you what was going on in her head.

Then there was Thor, whose normally jubilant mood had been replaced by quiet contemplation as well. Peter was a fine Midgardian, and Spiderman was a strong hero. But he didn't know what to think of what had happened. He was a hero, but he was also just a boy. He often thought of Midgardians as fragile, but never expected one to end up like that.

They had no news, and no answers.

Then Bruce walked in. "Hey, guys." he said with a wave. Man, he looked tired.

Steve spoke first, "How is he?"

"Well," Bruce began slowly, "He woke up for just a minute, and now he's asleep again. But I think he'll be okay."

"Are you sure he doesn't need a hospital? I mean, no offense, but you aren't a medical doctor-" Clint began, only to be cut off by Bruce's reply.

"None taken, I'm with you. He definitely needs a real hospital, but that's not an option."

"Well, how long is it gonna take for him to recover?" Natasha asked.

"Um, I have no idea." Bruce admitted, "He heals faster than a normal person, but I'm not sure how long a broken bone will take to heal, or how all of these combined injuries will affect speed. I'm honestly kinda making this up as I go. It's not like I can google medical information on radioactive spider teenagers."

That earned a strangled bark of laughter from Clint, and vague smiles from everyone else.

"But he will recover?" Thor asked hopefully.

"Yeah, he should be fine eventually." Bruce nodded, and a feeling of relief took over the once stoic group.

Steve smiled, "Let's hope."

* * *

The next time his eyes opened, it was significantly easier. That was good. And he was in his own bed. Also good.

He looked around and found not Tony, but Steve sitting beside him this time. He was looking down at a book, and Peter couldn't help but think he looked a bit like an old man. Surely he didn't need reading glasses?

He looked up at Peter and smiled. "Hey, Pete."

"Hey, Steve." Peter returned the super soldier's smile, despite his voice still sounding like he gargled gravel. "What's up?"

"Oh, nothing much. Well, I think Clint erased all of our records on Mario Kart, but I may have accidentally done something, so who knows?" Steve said casually, "How you feel?"

"Uh, better." Peter sat up in bed, which really shouldn't have been so hard. Turns out he couldn't move his left arm because it was in a cast. Okay. He used his other arm to push himself up as Steve nodded.

"JARVIS, tell Bruce he's up. Not Tony. God knows it was hard enough to get him to sleep, so just let him."

"Of course, sir." JARVIS replied, leaving Peter to wonder at the story behind Steve's words.

"How long was I asleep?" Peter asked.

"Um, not too long." Steve looked away, "Just, uh, three days."

"What?" Peter said in disbelief. "That can't be right…"

Steve chuckled weakly, "Yeah, I know where you're coming from."

Oh, right. Peter felt so stupid for feeling bad about three days. Compared to Steve that was like falling asleep in class for a few minutes.

The awkward moment was saved by Bruce walking in, a grin playing across his face. "Look at that. Doesn't he look so different with his eyes open?" he asked playfully to Steve, who laughed.

"Ha ha, funny." Peter rolled his eyes, but still didn't drop his smile. It was so good to be home. They had no idea.

"Okay Pete, I'd ask how you're feeling, but I know you'd just say you're fine. So tell me what hurts."

"Other than my pride? Uh, mostly my arm. And my shoulder. And my… side."

"Yeah, those looked pretty bad. I have you on some painkillers, but only enough to help you sleep, because there was already a lot in your system." Bruce explained, and Peter nodded. "But it looks like most of the bruising has faded and the superficial cuts and scratches are pretty much gone."

"Um, I have a question." Peter started, and Bruce gave him a look that he assumed meant go on. "How much… how much does everyone know?"

Bruce sighed and shared a look with Steve, "They know everything, kid. Well, as much as me, anyway. You have a lot of questions to answer."

Peter looked down at his hands in shame. He could feel Steve's gaze, and tried to explain, "Steve, I swear, I'm so sorry, I was gonna tell you guys, but-"

"You don't need to apologize to me, Peter. But I think we would all appreciate an explanation." Steve said gently, "Don't worry about it right now, though. It can wait."

Peter nodded, "Alright. That's fair."

"As for now, I don't want you walking around for a few more days, and no strenuous activities until that cast is off. Also, I swear Peter, if I see anything about Spiderman on the news before I clear you, I'll web you to your own bed." Bruce said with a threatening glare, and Peter didn't even bother to remind him he couldn't, anyway.

"Fine, fine." Peter raised his hands in a placating gesture, which seemed to satisfy the scientist.

"Okay, I think that's all." Bruce finished, "Do you think you're up for some food?"

That's when Peter's empty stomach answered, 'yes'.

* * *

Tony awoke the next morning with sunlight streaming through his windows and Pepper in his arms. He blinked in the light and took note of how great his bed felt in that moment. He never wanted to leave it, in fact. Yeah, he would just stay there.

He closed his eyes and sighed happily. No doubt, life was good. It was even quiet, for once. It had been a while since that had happened. Did he have anything he had to do that day? He thought about it for a moment. What was he doing yesterday?...

Oh. Right. Peter. He let out a moan of annoyance before he slowly removed his arms from around his wife and rolled out of the warm paradise that was his bed. ' _Don't worry my love, I'll be back_ ' he silently addressed it.

He had to see how the kid was doing. Since they had gotten him back three days before, he had only woken up once, briefly. That was fine, though. He needed the rest, and Tony was fine with sitting beside him until he came back around.

"JARVIS, is there any change with Peter?" Tony asked out loud.

"He woke up yesterday for a number of hours, then-"

"WHY DIDN'T YOU TELL ME?!" Tony exclaimed. He had gone to sleep for the first time in  _days,_ and  _that's_  when he woke up? And nobody came and got him?!

"You needed sleep, sir." JARVIS replied before continuing, "And he just woke up again a few minutes ago, though nobody is with him currently."

"You should have told me yesterday, you useless AI." Tony shot back before stepping onto the elevator.

Despite his annoyance, Tony was relieved Peter was up. And that nobody was with him at that time. He had a few things he wanted to talk to him about, and it was best if it was just the two of them.

As soon as the elevator doors opened, he was rushing to the teen's room. He had waited long enough. He knocked at the door, and said, "Peter? It's Tony, can I come in?"

A pause..."Uh, yeah, go ahead." Oh. His voice sounded a bit scratchy. Well, it was better than it was a few days before. That had been  _bad_.

Tony stepped into the room and saw a sight for sore eyes. No longer sleeping, Peter was sat up in his bed and holding a book, which he set aside as Tony entered.

"Hey, kiddo. I gotta say, I know teenagers are supposed to sleep a lot, but you were being a bit dramatic." Tony joked, which got a snort of laughter from Peter.

"Well, I learned from the best, didn't I?" he shot back, which Tony couldn't help but smile at. God, he had missed his wisecracks. And his smile. And everything about him, actually. He could feel a part of himself which had been empty for a while fill up again as he looked at the kid he had almost lost. At the part of himself he would have lost with him.

"Laugh it up, kid, but I got some good footage of you drooling all over yourself, so I wouldn't be so cocky if I were you." Tony pulled out the desk chair and sat next to Peter.

Peter only rolled his eyes at that, "Oh no, whatever shall I do? If only I could hack into your phone and delete it! Too bad I have no hacking skills… oh, wait."

It was Tony's turn to roll his eyes. "Whatever, you know my systems are way too advanced for you." Peter just grinned, and Tony decided to ignore it for now. "So how are you feeling, Pete?"

Peter turned his gaze to his hands, which he clasped together in his lap. "Better."

Tony nodded, and a silence filled the room. He had to plan his next words carefully. "Peter, I need to ask you some questions, and I think you already know what about. Are you feeling up to it? It can wait if not."

Peter bit his lip and continued to stare at his hands, obviously not eager for this conversation. But after a short pause that felt like an eternity, he said quietly, "Okay."

"First of all, I just want to hear it from you. You're Spiderman, aren't you?" Tony asked.

Peter nodded slightly, and answered in a small voice, "Yes."

Tony had found out almost two weeks before, but hearing it from Peter just made it final. There was no denying it, no running from it. Peter was really Spiderman.

He continued, "Why did you never tell me? Or any of us, for that matter? Did you think we would tell everybody, or have you arrested or something? Because we wouldn't do that."

Peter squeezed his eyes shut and his knuckles went white. He looked like he was going to puke. "No, I didn't think that, Tony, really, I just, I-I couldn't tell you at first because I barely knew you, then I was here longer a-and I wanted to tell you, but I just- just  _couldn't_  and I tried not to get attached, a-and I tried to save everyone, but then I was gonna tell you, then the Tower was attacked because of me, and people got hurt because of me and I know you're mad and you're right to be and I understand if you don't want me to live here anymore because I lied to all of you and hurt you and I swear, I'll leave and not bother you ever again, and I'm so sorry for everything and-" Peter was shaking as he babbled on, and Tony stared in despair as he listened to him.

He blamed himself. He thought Tony was gonna kick him out. He was so… hopeless.

"Peter, stop." Tony interrupted, to which Peter stopped talking, but didn't stop shaking and avoiding Tony's gaze. "I'm not mad. I don't want you to leave. I don't hate you, and I know that nobody blames you for anything that's happened." He spoke simply, trying to get Peter to believe him.

Peter sniffed, and Tony moved to sit next to him on the bed. He put an arm on his shoulder to comfort him, then continued, "You're right, there was no reason for you to tell me when we first met. And I can't blame you for not trusting us immediately. But I wanna make something clear right here and now."

Peter met Tony's gaze, and he could see the fear in his eyes. Of rejection. Or maybe he was scared of just the opposite. "You're a part of our family now, whether you like it or not. We almost lost you last week, and let me tell you, it was the most terrifying week of my life. I don't care that you're Spiderman, because you were a son to me first. And you still are. I love you, Peter, and I never  _ever_  want you to think otherwise."

Then he broke down. Peter turned and gripped Tony in a hug, and held on tight as though he was scared to let go. And Tony held him in turn. It was hard for him to say those words, but he knew they had been the right ones. Peter trembled in his arms, and Tony, as though some kind of paternal instinct was kicking in, simply carded his fingers through the teen's hair and held him just as tightly. The way the kid was holding on, it was like he was a life-line. Little did he know, he was Tony's too.

After a long while like that, Peter pulled away and looked at Tony with a watery (Maybe slightly embarrassed) smile. Damn, the kid looked so young. "Thanks Tony. For everything."

Tony returned his smile and replied, "Anytime kid. It's great to have you back. By the way, you  _are_  still interested in adoption, right?"

"Uh, I mean, yeah." Peter ran a hand through his hair.

"Good." Tony nodded, and continued, "Because the first thing I'm doing as your legal parent is grounding you."

Peter blinked in surprise, "What for? Being Spiderman?"

"No, for webbing me in the face, you jerk. I can't believe you did that!" Tony cried, to which Peter only laughed. "Seriously, Bruce framed a picture of it."

"I did get it off." Peter offered.

"That doesn't matter! It doesn't get rid of the picture, Pete." Tony crossed his arms, "Speaking of, can we just talk about that little side-job of yours? You know, the one where you take pictures of yourself?"

Peter went red in embarrassment, "Technically, they're not of me, they're of Spiderman, and if JJJ is gonna use them to drag on Spiderman, it kinda makes up for it, right?"

"Dude, you get paid to take selfies. You beat the system, and nobody even knows! I need to get in on this." Tony joked.

"I don't think that would work. My pictures only sell because they're exclusives." Peter said smugly.

"Oh yeah?" Tony pulled out his phone, "Well, let's just see how  _exclusive_  you are to get pictures of when you're sleeping!" He tapped the device a few times, only for his jaw to fall open. Instead of the pictures he had taken of the kid when he had been drooling all over himself, there were only hundreds of pictures of Peter's room, all taken from the bed. Just… why?

"Huh. Maybe your tech's  _not_  too advanced for me to hack after all." Peter said triumphantly, and Tony was left dumbfounded.

"You jerk. Those could have been worth something!" Tony couldn't believe it. Peter really was a tiny him, wasn't he?

"Maybe instead of photography you should just focus on making your tech more sophisticated. Or at least secure enough to keep out teenagers."

Yep. Tiny him.

They continued to joke and talk about nothing in particular. It was like a huge weight had been lifted, and they were finally on the same page. A part of Tony knew that this may not last, as Peter still had so much to get through not only physically, but emotionally.

They still didn't even know what had happened in that undersea compound. If Peter had had nightmares and problems before then, he was sure to be even worse in the future.

But in that moment they could pretend that everything was fine, and not talk about what had happened. And when the problems arose, Peter would have not just a friend to talk to but a father to confide in.

And, seeing where he had come from, that was more than enough.


	16. Eggshell Smiles

Fear. The word had pressed upon him, warped him, left him broken and tired. It filled him up, and walked with him in his dreams. He couldn't let them know. They would worry. He had to be strong. He had to be brave.

* * *

"Peter, if you don't sit still, I'll add another week." Bruce said shortly, peering at the teen over his glasses. He was currently examining blood samples, and Peter's movement was distracting.

"C'mon, Bruce, I'm bored!" Peter whined. He had been sitting around for a week and a half, not even allowed to get out of bed. Sure, he still had a broken arm, and the bullet hole was just getting around to closing, and a few of the stab wounds were still a bit sensitive, and a few other problems, but come on! If he had to go one more day without getting up, he was gonna lose his mind.

So, against the advice of Bruce, and Tony, and Steve, and Pepper, he had come down to the lab that day to do some work.

Bruce, while not exactly happy about this, had given him some easy, stationary tasks, so that he wouldn't be moving around too much. Obviously, that wasn't going too well.

"You're the one who insisted on coming down here to work!" Bruce rolled his eyes.

"Yeah,  _work_ , like science, fun stuff, not paperwork." Peter crossed his arms and, thankfully, dropped into a chair. Unfortunately, said chair was right across from Bruce.

The scientist sighed and set aside his samples, "Well, what do you want me to do, Pete? If you want to go back to school any time soon, or go back to being Spiderman, for that matter, you have to get better. It's that simple."

"I  _am_  better. I'm fine, really." He gave a look that seemed to say, ' _trust me, it's totally legit_ '. That look was gonna be the death of him.

"I'm your doctor, and I say you're not."

"Look, I'm not asking to go back to fighting crime just yet. I still don't even know if Tony will let me go back when I'm out of this stupid cast. But can I go to school tomorrow? Harry has been passing on his notes all week, but he's, like, the worst note-taker of all time." Peter pleaded.

"You know why we don't want you going back." Bruce explained, "Really, I still think homeschooling is the best way to go-"

"No!" Peter ran a hand through his hair, "I would lose my mind if I never got to go back to school. Like Keryn, this girl who used to live in my neighborhood. They say that when she was homeschooled, in third grade, the isolation  _did_  things to her brain."

"You're full of it."

"I'm not kidding, I'm going insane!"

"Come on, you're being a child."

"You guys are treating me like one!" Peter cried, "You all treat me like I'm made of glass!"

"Well, you're the one that had to go and piss off Octavius!"

As soon as Bruce said it, he regretted it. Peter's face went from annoyed to completely closed off, effectively shutting out Bruce. In the week and a half he'd been home, none of them had talked about what had happened. Peter wasn't just delicate in the physical sense right now. So, truthfully, none of them even knew what had happened while they were looking for him. None of them knew  _why_  it had even happened.

Peter always smiled when the others were with him. He always acted fine. But it was an eggshell smile. It cracked as soon as nobody was looking, or he heard something that brought a look of fear or pain sweeping across his face. It was short-lived, replaced quickly every time with another eggshell smile. But they saw. They recognised it as the smile they saw on themselves.

Peter stood slowly, looking, for once, much older. The eggshell smile was shattered.

"Peter-"

"Sorry." he muttered, already turning away. Without another word, he went all the way to the elevator, and was gone.

 _Don't be. It wasn't your fault. Come back._ The words stuck in Bruce's throat, refusing to bubble past his lips. They strangled him until the elevator was long gone, then released their grip and escaped into the still air.

"I didn't mean it."

But no one heard.

* * *

"What floor, Master Parker?" JARVIS spoke into the elevator.

"I don't know, it doesn't matter." Peter shrugged. He didn't mean to just leave like that. He just… needed some time. It wasn't Bruce's fault, he knew that. But when he had mentioned Otto, a haphazard shield had fallen to pieces, bringing Peter back to that lab, with a grinning villain and a scalpel.

It had been hard. As soon as he was lucid again, the nightmares had returned. At first, Tony came each time, comforting him and, more than once, reminding him where he was. One particularly bad time he had ended up curled in the corner of the ceiling before Tony could show up.

* * *

" _Pete? Oh, God!" Tony looked up to see the kid in the corner, curled tightly into a ball. It was hard to tell in the dark, but he seemed to be shaking badly._

" _Peter, are you- can you hear me?" Tony murmured, carefully stepping closer. He had been having nightmares but- this was bad. He didn't respond, as though he hadn't even noticed him._

_Tony knew firsthand how bad PTSD could be. It could make you forget yourself, make you lose all sense of reality. If Peter lashed out, and Tony got in the way… well, it's not like he would ever mean to hurt anyone, but cross trauma with super strength, and it might not be a good idea to be real close._

" _JARVIS," Tony whispered, "Can you get Steve in here?" If anyone could help, it was a fellow super-human._

_Tony stayed there, talking to Peter, who he didn't even know was listening. Nonetheless, he talked to him, trying to tell him he was safe, and he needed to come down. He didn't budge._

_It didn't take long for Steve to get there, though it felt like hours to Tony. "What's the proble- oh." He clenched his jaw shut as his gaze fell on the teen on the ceiling. It occurred to Tony that Steve had never seen him use his powers._

" _He hasn't budged since I got in here. JARVIS told me he was having a nightmare so-" Tony explained, and Steve nodded._

" _So should I, you know, get him down?" Steve asked slowly. Good question._

" _I think so. I'd say just leave him if not for his injuries, but I don't think that's a very good place for him to be right now."_

" _Alright, then." Steve pulled a chair across the room and set it under Peter. He climbed onto it, then reached for the teen, "Sorry, Pete, but you need-"_

_It happened so fast. As soon as his hand made contact with Peter's back, he seemed to come unfrozen. He spun around, kicking for Steve's face, and narrowly missing. He scrambled back into the corner, a look of terror written across his face. As soon as he regained his bearings, Steve lunged for Peter, who crawled quickly over his head and out of reach._

_Damn, he was fast. But so was Steve. He jumped from the chair onto the bed, managing to get enough height to grab Peter. Caught by surprise, he was ripped from the ceiling, landing in a pile with the super soldier._

_Then he just panicked, "NO!" he screamed as he punched and kicked and did everything he could to get loose. Steve gripped him tightly in a sort of bear-hug._

" _Peter! Peter, it's me, Steve. You're home, Peter, you're safe! Calm down."_

_After another brief moment of struggle, Peter went limp. He was breathing heavily, and Steve could feel his heart beating wildly in his chest._

" _Please…" he sobbed._

" _Shh" Steve pulled him closer, gently, in a comforting embrace._

_They stayed like that for a long while, the only sound in the room was their breathing. Finally, an eternity later, Peter whimpered, "I'm so sorry, Steve."_

" _It's okay Peter."_

" _I- I thought I was back there. I thought you were him."_

" _You're safe, now. I promise." Steve shifted his weight, then stood up with Peter in his arms, still. "You're gonna be okay."_

* * *

How embarrassing. It was bad enough he was so injured, he didn't need them worrying about his sanity, too. Ever since, he had made sure JARVIS didn't tell anyone when he had a nightmare. He hated how vulnerable he was when he awoke in a cold sweat.

The doors of the elevator dinged open, snapping Peter from his thoughts. He was surprised to see not his floor, but the executive office floor.

"Miss Potts is waiting for you in her office." JARVIS said.

Okay, then. Anything was better than sitting in bed, he supposed.

He strolled down the hall with his hands in his pockets, ducking his head as a group of sharply dressed men and women passed him. They must have been going to lunch or something. One of them, a brunette woman, scrunched her nose when she saw Peter. He supposed he maybe didn't look very official a the moment, wearing jeans and a T-shirt (With spiderman's logo on it. Tony thought he was hilarious.), and he knew he still looked like shit, but come on. He didn't come out of his room to be judged by miss snob.

He did the only thing he could. He ignored her and kept walking. Thanks to his incredible hearing, he could hear her whisper something about "Scruffy teenagers." and "Dress code" to the man beside her. You know, he didn't really like her.

At the end of the hall, he knocked on the door to Pepper's office.

"For the hundredth time, Peter, you don't have to knock." She called, making him grin as he stepped in.

Like Tony, she had a grand taste. Yet her's was more refined. Tony liked things to be high tech, sleek, and futuristic. He was like a child in a toy store, who looked at all of the shiny stuff and went, "Ooh, I want that!"

Pepper's office was the only place in the tower completely untouched by Tony's decorating, and it showed. Everything was classic, old wooden furniture spread around the room. It reminded Peter of a cross between the white house and his old home, with his Aunt and Uncle. Something about the room just seemed cozy, less like a modern art museum and more comfortable.

Or maybe that was because of Pepper. She had a warmth about her that spread throughout whatever space she was in, filling it with her glow.

"Take a seat, Pete." she smiled at him as he rolled his eyes and groaned.

"Wow, how long have you been sitting on that one?"

"Hey, I thought it was pretty good!" she laughed, "Anyway, I know don't know if you wanna do the whole assistant thing anymore, but I could really use some help with some stuff."

"Yeah, sure." He sat in a chair next to her desk. His chair. When he had started helping her as an assistant, she'd made a space for him to work, a table across the room. As time went on, he had moved closer. Now it had become normal for him to sit beside her, and use the end of her own desk.

"What have you got for me?"

"Well, I have a ton of stuff to sort through from the suggestion box in the lobby. Honestly if Tony wanted one, he should be the one dealing with it." She sighed.

"Alright, I'll take care of it." Peter picked up a stack of papers about two feet high with ease, and set to work reading through them. It was… an experience.

Some were better than others. ' _You should put_ People Magazine  _in the front lobby_ '. That was totally reasonable. He set it in the 'Good idea' pile. ' _Please distribute Iron Man suits to all staff, as a part of their paycheck._ '. Uh, no. That went to the 'probably a prank' pile.

After a while like that, working in silence, Pepper spoke again, "So, you had a little argument with Bruce."

Peter scoffed, "JARVIS told you?"

"Of course. So, you wanna tell me what it was about?" Pepper set aside a file and sat back in her chair, looking at Peter expectantly.

Peter put down the suggestion he was reading through and leaned his elbows on her desk. "I wanna go back to school. He thinks I can't handle it."

"Well, he  _is_  a doctor."

"Yeah, but it's not like I'm trying to go and do anything dangerous, it's  _school_. The most dangerous thing there is the pencil sharpener!" Peter proclaimed.

Pepper gave him a skeptical look, "What about Flash?"

Peter groaned. In the countless hours he had spent in Pepper's office, she had gotten him to talk a little bit about the bullying. She was just so easy to talk to. Tony and Steve and the others were great but… they were legendary. They were his idols. How could he possibly talk about something like a school bully with people who had saved the planet? But Pepper was a normal person, and kind of… motherly. It was totally lame, but true.

"Flash is a jerk, but I doubt even he would beat up a guy with a broken arm."

"You know, you can't blame him for being worried. I don't particularly want you going anywhere for a while either." Pepper added. "By the way, can we talk about this whole, 'you're Spiderman' thing? Because you still haven't really explained that to anyone but Tony and Bruce."

"Oh, uh…" Peter ran a hand through his hair. He supposed he might owe her an explanation. In the past week, he'd found himself doing that a lot. "Well, what do you wanna know?"

She leaned in as though about to say something vitally important. He hung onto her next words with careful consideration, as she murmured, "How do you make money selling selfies?"

Peter actually walked away as she cackled from her seat. "Are you for real?!" he threw his hands in the air, blushing, and turned back to a grinning Pepper.

"Oh, come on, you set yourself up for that one." He shook his head as she continued, "But seriously, all this time, I thought you were the only normal, non-superhero person in my life. What next, the pizza guy is secretly Ant Man?"

"Look, I'm really sorry-"

Pepper dismissed his apology with a wave, "Don't worry, I'm totally over it. Besides, who else can say that everyone in their family is a superhero? Janet is always bragging about her sons being doctors. Just once, I want to be petty and say, 'Well, my husband is Iron Man and my son is Spiderman, but you know, doctors are cool too.'"

They both laughed, and Peter's ears rung with 'son'. He liked the sound of it.

"So you're totally fine with me, you know…" Peter didn't need to finish the sentence.

"Well, I've never been a huge fan of spiders, and now I have two people to worry about fighting villains." Pepper said as she massaged the back of her neck, "But this doesn't change anything. I mean, you're still Peter Parker, aren't you? As long as you don't change that part of you, I can deal with the whole spider part."

He was relieved. To know that she, at least, didn't mind too much that he was… you know. It gave him a sense of security he hadn't known he was missing. "Pepper, you're the best."

"Oh, I know." She grinned.

There was a knock at the door, which completely ruined the moment. Peter picked up a random paper and set back to work as Pepper sighed and called, "Come in."

Of course it was her. It just had to be her. In walked the snobby woman from the hall, with a stack of papers in her arms.

She was looking down at a tablet on top of the stack as she said, "Hello, Mrs. Potts, I was just wondering if- oh." She looked up and saw Peter sitting in his chair, totally working and not eavesdropping at all.

"Yes, Carol?" Pepper plastered on her wide, professional smile. Not that Peter noticed, he was very busy.

"Oh, well, could I go over the Oscorp offers with you? It's somewhat important that I do it in person." Carol explained.

"Alright, take a seat, I have a few minutes before I need to go meet Tony." Pepper gestured to a chair across the desk, and Carol sat down with a 'gracious' smile.

She then turned to Peter, "Are you an intern?" Wow, she was dripping with snobbery. There was just something about her voice... Let's say it was Peter's sensitive hearing.

"Uh, kinda-"

"If you could get run downstairs and get me a half-caff low soy vanilla latte, that would be great." Nope, it wasn't Peter's hearing, she was just a bitch. She turned to Pepper, "You want anything?"

Pepper's smile got wider as she nodded, "Yes, Carol, if you could run downstairs and get me a hazelnut espresso, that would be great." Peter gazed at her in surprise. What was she doing?

Carol's face twisted in confusion as she spluttered, "Well, I meant-"

"And if you could get a hot chocolate for my son here, Peter, I'd really appreciate it." Pepper turned to Peter and flashed him an actual genuine grin, and it took everything in him not to laugh.

"That sounds great, mom." He couldn't help himself.

Poor Carol. Peter almost felt sorry for her as she went completely red and quickly stood and left the room.

As soon as the door was shut, they exploded with laughter, and high fived.

"Gee, thanks,  _mom._ " Peter chuckled.

She beamed back at him, "That was a great touch, Peter! God, I hate her. Doesn't she seem so stuck-up?"

"Total snob." Peter agreed.

All in all, not a bad day's work.

* * *

"Clint, you need to make a decision!" Natasha snarled.

Clint sighed and pinched the bridge of his nose. "I know, I  _know_! I just… why do I have to tell him? Why can't we just, you know, forget to?"

She crossed her arms, "You were supposed to report back to Fury as soon as you found  _anything_  about Spiderman. Now you know everything you could ever hope to know!"

"This isn't easy, Tasha!"

"I know."

"No, I don't think you do." Clint snapped, "Because I get it. SHIELD is my job, SHIELD comes first. But Peter… he- he's not  _dangerous_ , Nat. I wasn't really sure that Spiderman was a threat, but I know that that kid sure as hell isn't!" he sat heavily on her couch. Unsurprisingly, Natasha's floor was the only one with complete privacy.

She sat beside him softly, "Clint, I  _do_  know. It would have been so much easier if he were literally  _anyone_  else. It also wouldn't have hurt if he was a little older. But you know you have to tell Fury." She put a hand on his shoulder, "You know what will happen if you don't."

He sighed, "Yeah, he'll probably end up assigning somebody to bring him in. God knows he couldn't track him." He chuckled softly, "How do you think Peter feels about having outsmarted the most advanced security agency in the world?"

She grinned, "Oh, I think he's totally full of himself. You know, he used to always swing from the helicarrier whenever it was anywhere near him?"

"That's because he's a cocky bastard." Clint smiled sadly, "God, Nat, how am I supposed to betray him? Tony's gonna kill me."

"I wish I could say something to make it better, but I think you're smarter than that."

Clint gaped at her, "I think that's the biggest compliment you've ever given me."

"Well, I think you need this one. You're pretty stupid, Clint, don't get me wrong, but you're smart enough to do the best thing, here." She rose from her seat and walked away, "Just try not to hurt the kid."

"Well, that's not my job, Nat." he called after her. He wasn't even sure she heard him.

Then he was left to his thoughts.


	17. Getting Back In the Swing of Things

" _N-no, do-don't please! I-I-I can't-" Peter babbled. Any dignity he had once had was long gone now. He had taken everything. He had nothing left to lose. Yet, he still managed to take more._

" _Now, now, Parker." Otto grinned that vile, cold grin. "I believe you can."_

_The blade of the scalpel slid across the soft skin on his side, slicing deeply. Scarlet beads dripped from the wound instantly._

" _NO!" Peter sobbed, "Stop, j-just stop, I can't, I -can't-!"_

*Beep beep beep be-*

Peter reached out to smack the snooze button on his alarm. Then he heard a familiar *crunch* as it crumpled under his hand. Damn, not again.

He rubbed at his eyes with the palms of his hands, an afterimage of Otto's grin still fading from his mind. He couldn't go a day without seeing that grin. Hadn't he done enough to him already, couldn't he just let him live in peace?

No. He couldn't think like that. If he let himself dwell on the pain, he would never be able to move on. And if there was ever a day for moving on, it was today.

He was finally going back to school. After two weeks of recovery and nagging pretty much everyone within earshot, he had been reluctantly cleared to get back to his life. Well, not all of it, but that was a conversation for another time.

He rolled out of bed and got dressed. It occurred to him as he did so that this would be the first time he left the tower for weeks. While he was eager to get back to school and see Harry and his other friends again… well, it would be fine. After all, he had gone through a lot worse than a day of school.

It wasn't long before he was heading down to breakfast with the other Avengers. For whatever reason, they were kinda paranoid about his safety since- well, you know. So they had wanted to see him before he headed off to school, that dangerous land of pencil sharpeners.

The elevator slid open to reveal Earth's mightiest heroes...and a kitchen fire. Peter didn't know whether to panic or to laugh as he took in the scene. Tony was fighting off the fire extinguisher, which was a robotic arm that descended from the ceiling when it smelled smoke. Of course, due to a glitch, it was repeatedly drenching Tony's singed hair, instead of the open flame on the stove.

Steve was busy with the garbage disposal as it ate a slightly burned dish towel, screaming about how it wouldn't stop. Bruce was nowhere to be seen, which left the two greatest spies in the world to freak out about the fire. Well, it was mostly Natasha trying to stop Clint from putting it out with water arrows, but whatever.

Peter raised his arm to shoot some webbing on the fire, before realizing he didn't have his web shooters on. Dumb Bruce with his stupid rules…

Well, he would just have to make do without them. He rushed across the room to the flame, where he jumped onto the counter to stomp on it. It didn't take much to snuff it out.

"Hey!" Clint yelled, "I had that under control!" Natasha just rolled her eyes. Now free from Clint's need to use arrows for  _everything_ , she walked over to Steve and, with all of her skill and finesse, flipped the switch to turn off the disposal.

Now the only problem left was the defective robot, but it didn't last too long. Just as the disposal shut off, he was able to reach up and pull out a few wires, killing the haywire machine once and for all.

Then there was silence. They looked around at each other, all still processing what had just happened. As almost an afterthought, Peter hopped down from the counter.

"So." Steve clapped his hands awkwardly, "Uh, who's up for cereal?"

"Thanks a lot, Tony." Clint muttered as he rolled his eyes.

"Hey, this was  _so_  not my fault!" Tony defended himself. "Obviously, this stove is defective."

"I told you the heat was too high." Natasha sighed.

"And I told  _you_  the stove is defective." Tony retorted, "I think it's still on the fritz from when Thor fried all of the appliances in here."

"Whatever, all that matters is you burned the pancakes, and now we're left with the aftermath." Clint said dramatically.

"Shut up, Clint." Natasha whacked him over the head with the remains of the dish towel.

Tony seemed to notice Peter for the first time, "Hey, Pete. Uh, I was gonna make pancakes but-"

"But he's an idiot." Clint cut in, earning himself another whack from Nat.

"Whatever." Tony sighed, "Anyway, if we leave now, we can stop by somewhere on the way to school."

"Sounds good to me." Peter shrugged.

They all turned at the sound of the elevator opening, to see Bruce step out "Sorry I'm late I was- what happened here?"

"Long story." Tony sighed.

"Um, okay…" he seemed still curious, but he obviously had more pressing issues. He turned to Peter. Great. "I wanted to do one more check-up before you headed out."

Peter adjusted his backpack on his shoulder and started for the door, "Listen, I'm  _fine_ , Bruce, all that's left is my arm, and even that's not so bad anymore, so I'll see you-"

"Oh, no you don't." Tony reached out and grabbed the back of his shirt collar, stopping his escape, "If you wanna go to school so badly, you're at least gonna listen to Bruce."

" _Fine_." Peter groaned, then slumped into a chair at the table. "But you guys do know that I'm going to school, right? Not an underground fight club or anything."

"Honestly, with you Peter, I think you could get into a fight with a butterfly and come off worse." Steve rolled his eyes.

"Hey, I've met some pretty intense butterflies!" Peter joked as Bruce went through his routine check.

"Well, then you better steer clear of them for a while." Bruce said sternly, "If you come home with so much as a bruise, I'll get Tony or Pepper to ground you for another few weeks."

"Okay, I'll watch out for those terrifying butterflies. I know better than to mess with those guys."

"We're serious, Peter." Tony said, "We don't want you getting hurt again."

"I'm serious too. Really, don't worry about it, I'll avoid any danger for a while." Peter lied.

"And if any baddies turn up at your school?" Natasha asked as she checked her nails.

" _I'll call you._ " Peter stood once more, "Can we go now, Tony?"

"Alright, alright." He replied, rolling his eyes. "Let's go."

* * *

"Well, well, look who isn't dead."

"Good to see you too, Harry." Peter fist bumped his friend. God, he had missed him. He had missed his school. He had even missed the nasty cafeteria food. I suppose there's nothing like almost dying to give you a new lease on life.

"You know, I was beginning to wonder if you were ever coming back."

"Well, you know, after I broke my arm, Tony wanted to make sure I wasn't gonna like, bump it or anything." It was a lame excuse, but it would have to do. It's not like Peter really had any other choice, what with the very obvious cast that would still be on for at least another week.

Harry gave him a weird look, "Who's Tony? I thought you were, you know, on the lamb."

Oh. Right. Harry was the only person he had told about Aunt May's death, seeing as he was the only one who had noticed when he came back to school a week later, looking like Hell. They had grown up together, been through life together. If anyone deserved the truth (or the half-truth) it was him. He had known Peter was homeless, and that he wouldn't go to foster care. He had offered to help, but Peter being Peter refused.

He had meant to tell him. He really had. But it had always seemed so temporary. But now that he was getting adopted…"Yeah, I have some stuff to tell you."

So, as they walked into first period, (study hall) he told him all about how he had met Tony Stark, and Pepper Potts, and all of the others. Harry was a good listener. He barely even interrupted as Peter explained how he had gotten a new family. A totally normal, not at all weird family of superheros.

For such a crazy story, it only took about ten minutes to tell.

"Dude." Harry said in awe, "You met Captain America and didn't tell me?"

"Really,  _that's_  what you're gonna dwell on?" Peter rolled his eyes.

"Man, I knew there was no way a pansy like you could live so long on the streets!" He punched Peter in the arm (The good one of course), "Turns out, you were living in a penthouse!"

"Well, I  _did_ make it like, a month before I started living there."

Harry shook his head, "I have no idea how you even get in these situations, man. So Iron Man is seriously gonna adopt you? For real?"

Peter grinned and ran a hand through his hair, "Yeah, it's for real. Honestly, I'm kinda expecting to wake up any time now, and find out none of this even happened."

"Want me to pinch you?" Harry asked with false sincerity, "Because I'm always here to help."

"You know, I think I'm good, Har." Peter smirked as his friend reached across the table and pinched his arm anyway. "Nope, it didn't work."

"Oh no!" he swooned dramatically, "I have failed you, my dearest friend! However can I make it up to you?!"

"You can start by letting me see your notes. I swear, it's gonna take me a month to catch up."

"Oh, how the tables have tabled!" Harry dug out some of his papers, "For once, I'm helping  _you_  with school work."

Peter scanned the pages, "Are you sure this isn't art homework? This is like, half doodles."

Harry simply shrugged, "Well, maybe I'm not so helpful. But, honestly, did you not see that coming?"

Peter rolled his eyes, "Whatever, I'll just use wikipedia. But that's a pretty good drawing of Oscorp Tower, anyway."

"Thanks, bro. I must say, I know that place well."

"Oh, I know. Here, I'll let you hold onto these." Peter returned the notes, "Go ahead and frame that art."

"I will. Just you wait, I'll be the next Van Gogh."

They spent the next hour catching up and joking around. Life was good. After all of the change that had taken place in the past months, knowing that Harry was still the same was more than a comfort. The avengers were great. He parents-to-be were always there for him, whether he actually took them up on that or not.

But Harry was a constant. As great as they were, the others treated him like he had a huge  **Fragile**  sticker stuck to his forehead. It was refreshing to talk to someone who didn't see him as a victim, or Spiderman, or anything other than an equal. Harry was good like that.

A friend. That's all Peter could ask for.

* * *

Oh, God. There he was. Puny Parker. For a second there, Flash had thought something bad happened to him. Oh, wait. He was in a cast.  _Had_  something bad happened to him? Whatever, he was there, which was all that mattered.

He had to talk to him.

He crossed to crowded cafeteria to the table where Parker was sitting with Harry Osborn. He had to do this right. After all, this was for Spiderman.

"Hey, Parker." Flash attempted to come off indifferent. Because he's a cool kid, obviously.

Unfortunately, Peter sighed, "What do you want, Flash?"

"Uh, I was, um,-"

Osborn crossed his arms, probably not even noticing as he leaned closer to Parker, "Come on, can't you cut the guy some slack? If you really need some nerd's milk money, go bother Ned."

"No, that's not-"

Suddenly, Flash felt something warm and mushy splat against the back of his head. He reached up and wiped at his hair. Mashed potatoes. Somebody had thrown mashed potatoes at him! He whirled around with anger flashing in his eyes. Whoever it was was gonna get it!

But he didn't know who it was. Nobody was looking at him, and he couldn't tell who had done it. Damn.

Flash turned back around, "Listen, Parker, I just-"

But he was gone.

Double Damn.

* * *

Peter, for the first time, noticed an itching feeling in the base of his skull. His spider sense. He knew it well enough by now to know there wasn't danger just… something was wrong. Looking around, listening for anything off, he found the source. He sighed. Figures. He would deal with that after he got out of this dumb confrontation with Flash.

He looked up at the jock, who really didn't seem so intimidating anymore. If Peter didn't know any better, he would say he was nervous. He definitely knew he wasn't the source of Peter's itch.

Then Flash was pelted with spuds. That would be the wrongness at work. As he whirled around, Peter turned to Harry and mouthed, ' _Let's go'_ , to which his friend nodded. They hurried out of the cafeteria into the hall, making sure Flash didn't notice where they had gone.

"What a jerk" Harry laughed. "Well, I don't wanna go to physics today. You wanna go to the diner or something?"

"As fun as skipping sounds," Peter smirked, "I already missed too much class this semester. I'll catch up with you after school."

"Your loss, man." Harry shrugged and strolled down the hall to the exit at the end. Luckily, there was nobody around to see him walk right out with one last cocky wave directed to Peter. What a moose.

Now Peter had that pesky itch to deal with. He pulled out his phone, quickly finding the right number.

" _Hello?_ " the voice on the other end of the line asked innocently.

"Okay, cut it out, Clint." Peter said impatiently.

" _What are you talking about_?"

Peter rolled his eyes once more and, in one fluid movement, kicked off his shoes, then jumped up to a nearby vent high in the wall to pry it open. Inside, he found a certain spy.

"Oh, come on!" Clint cried, "How did you even know?!"

"Dude, you can't sneak up on me. You should know that." Peter crossed his arms, which might have looked cooler with him standing on the wall, but he wouldn't bet on it.

"Okay, I officially don't like that you have spider powers." Clint muttered, disgruntled.

"You weren't exactly subtle when you threw  _mashed potatoes_  at Flash."

"That wasn't me!"

"Bull. Why did you do that? What are you even doing at my school, Clint?"

"You know what we're doing here, kid." Clint replied.

" _We_?!" Peter looked around, as though Steve was gonna step out of a locker or something.

The spy chuckled, "Well, I guess not even you would be able to find Nat."

"Clint." Peter said dryly, bordering on anger and another, equally uncomfortable emotion, "I don't need you here to babysit me. Get out."

"No."

"No?"

"You can't make me."

Clint glared at Peter. Peter glared back. That was it.

The teen reached into the vent and dragged Clint out, despite the undignified yelp the man gave. Luckily for Peter, he was stronger than Clint. He lifted him a good foot off the ground by the back of his collar. He only needed to use one hand.

Clint kicked and swung his arms, "Hey! Stop it you freak! You are  _so_  in for it, kid."

Peter, of course, ignored him. He walked right down the hall and out the exit, into the crisp January afternoon. He then threw Clint down into the dead grass. He sprang quickly to his feet in an attempt to regain at least some semblance of his dignity.

"You got some nerve-"

" _I_  do?!" Peter scoffed, "I'm not some helpless infant who doesn't know how to take care of himself. I'm Spiderman, for God's sake!"

"That doesn't make you untouchable, kid." Clint reminded him, "I've seen you torn apart when you took on more than you could handle. Twice."

Peter clenched his fists, "You think I can't handle myself? You think if I wander too far, some big bad villain is gonna hurt poor little Peter? Is that it?"

Clint seemed taken aback by this. He stammered, "No, that's not it, Pete, we were just watching your back-"

"I CAN TAKE CARE OF MYSELF!" Peter roared, hot anger seeping into his words, turning them venomous. He was  _so_ tired of being treated like this. He was strong, and he had been through so much more than they gave him credit for. He always bounced back, and this was no different. "News flash: I watched my own back for a long time before you guys came along trying to save me. I don't need to be saved! So just back off." With that he stormed back into the building, leaving Clint, a man who often seemed stony and cold, to feel at least a little bit of resentment. It... it wasn't like that.

It took an eternity, but he finally pried his mind away from his racing thoughts enough to switch on his earpiece. "Nat." He said in a hollow voice, "Get out here. What? No, put them back. I don't think more cafeteria food is the answer. Oh,  _Fine._ No, you're a loser."

* * *

Peter kept an eye out, but for the rest of the day there was no sign of any more superheroes. Well, except for the one he saw in the bathroom mirror. Hello, Spiderman.

Still, he managed to make it through the next two periods with no further disruptions. That was saved for  _after_  school.

He walked out of AP Calculus with his head in the clouds. He shouldn't have snapped at Clint. After all, he owed those guys a lot. He really couldn't blame them for being worried. Still, it stung that they had followed him around school and  _spied_. Sure, they were spies, but that was beside the point.

Naturally, he didn't notice Flash walk up behind him until it was too late. He just felt him grab his shoulder firmly and whisper into his ear, "Come on, Parker. We need to talk." Oh, no. Why hadn't his spidey sense warned him?!

God, he couldn't go home with bruises. Not today.

Flash steered him out the door and toward a nearby alley. Should he make a break for it? But this was so weird. Where was that familiar buzz to warn him of danger?

"Listen, Flash, I'm really not interested in being your punching bag today-"

"Calm down, Parker, I just wanna talk." Flash said with an air of impatience. He finally released his hold on Peter and faced him. "Look, I know we aren't really on good terms-"

"Gee, I wonder why." Peter crossed his arms across his chest.

"Yeah, I get it. It's just- I… need your help." He sounded... defeated.

"Wow, you really  _must_  be desperate if you're coming to me." Yeah, Peter was probably being a jerk, but in his defense, Flash started it.

"You know what? I knew this was a mistake." Flash spun around and began to leave.

Any sane person would have let him walk away. He deserved it. "Flash, wait."

Flash stopped. Still indecisive, he paused a moment before he threw back his head with a sigh, and turned around. "I wouldn't ask if it wasn't important."

"I know."Peter nodded, "What do you need, man?"

Flash shifted his weight from one foot to the other, "It's about Spiderman, okay? Do you know where he went?"

Peter was taken aback, "Why- why do you think I would know?"

"Well, you take pictures of him, right?" Flash asked desperately, "For the Bugle? He's been missing for like, a month, and I know it's unlikely, but if you have any connection to him I just- I wanna know he didn't get killed or something."

Okay, not taken aback. More like, in a state of disbelief. Peter managed to get his mouth to work enough to stammer, "You... wanna know he's safe?"

The jock drew in a quick breath. "Yeah. I do. Look, if you don't wanna help, I get it, I totally deserve it. But… if you've heard anything from him, I'd owe you one." Peter didn't know what was more surprising. That Flash cared so much about Spiderman, or that he actually seemed… sorry.

Peter shook his head, "Don't worry about it. He called me up the other day, he's fine. He's just… well, it might be a few weeks before he can get out again but he's alive."

It was Flash's turn to look surprised. He opened his mouth, then closed it, then opened it again, as though he were chewing words that just wouldn't come. He could only say, with a sigh of relief, "Thanks." They stared at each other for a moment, in which all of the unspoken things were said. Then, without another word, they went their separate ways.

They each had their demons, their own monsters to haunt them.

But, for now, Peter had one less beast to face.


	18. Weight for It

He sighed as he scanned the papers in the file. It couldn't be. There was no way his luck was that bad.

Surely he was using him. He had known him for long enough to know that he was more than capable of it. God, this was a bad situation.

This had gotten out of hand. This had gone too far.

He would have to do something about it.

* * *

"What do you mean,  _they aren't going through?_ " Tony said impatiently into the phone. It had been almost a month since he had started the adoption process for Peter, and he had the best lawyers money could buy. So why was it taking so long?!

"It seems that all of his forms and papers have been pulled." The frazzled social worker explained, "In fact, I can't find any history of him in any of our databases. It's like he dropped off the face of the planet."

Off the face of the planet...

Tony went pale as the blood rushed from his face. Oh, God. He had heard that before. "I have to call you back." He snapped into the phone absently before he hung up. He had to call Peter.

He hit the speed dial for the teen's phone. It rang… once. Twice. Thrice… "Hey, Tony."

He whirled around to see Peter walk into the conference room, phone in hand. "Sorry I didn't pick up, but I figured since I was already down the hall-"

He stopped talking when he saw Tony's expression. "You okay? You look like you saw a ghost."

Tony shook away his earlier panic, "I was just…" he glanced at the clock, "Wondering why you were taking so long to get home is all."

"Oh, yeah, I was hanging out with Harry. Pepper said I could, didn't she tell you?" Peter dropped into one of the over-sized chairs at the gargantuan oak table. He then pulled out a binder and began on his homework.

"Yeah, I just… forgot… I'm sorry but what are you doing here?" Tony asked with a hint of wonder. Peter was never in the conference rooms, he hated the stuffy business feeling. He much prefered to do his homework or anything else down in the labs, or in the Avenger's common area.

"Right now? Calculus." Peter didn't even look up as he scribbled something on his nearby notebook.

"No, I mean- Why are you doing it in here?"

Peter looked up at him with those gleaming baby brown eyes. "Well, it's quiet in here. That is- unless you have a meeting-?"

"No, not in here, anyway." Tony shook his head and Peter nodded, then returned to his work. Tony wasn't exactly sure what to do, so he pulled out a chair across from the studious teen and sat down.

Not knowing what else to say, he cleared his throat and said, very casually, "So Clint told me what happened today."

Peter sighed. He set down his pencil and leaned back in his chair, avoiding Tony's gaze, "Of course he did. Tattletale." He looked up at Tony with a cold expression, "Did you tell him and Nat to spy on me?"

Tony ran a hand through his hair, "No. Well, I didn't  _tell_ them to, but if they did happen to mention their plans to me-"

"Tony, I don't need babysitters." Peter said flattley.

"I never said you did." Tony threw his hands up defensively, "We just wanna be sure that, you know-"

"Octavius doesn't come back to experiment again?" Peter's words were like ice, "Yeah, got it. I can't handle myself, you guys have made that abundantly clear." He rose abruptly from his seat and swept his things unceremoniously into his bag, then stormed out without so much as a glance back.

Tony didn't even try to stop him. He was struck dumb by what Peter had said.

Experiment?

* * *

He had nowhere left to go. He was avoiding Bruce in the labs, Clint and Nat in the common area, and Tony in the rest of the tower. Too bad Thor had to go back to Asgard. Peter enjoyed their in-depth talks about the universe and coffee.

Honestly, he wasn't exactly sure why he was so upset. After all, they were only trying to help. Still, it didn't change the fact that he could look after himself. He sighed. Whatever, he might stop avoiding them later, he just really wasn't feeling it at the moment.

He supposed there was Steve but… no. He wasn't about to pester  _Captain America_  because he was avoiding his problems.

So he just went back to his room. He was kinda tired of it after all of the bed-rest (or as he liked to call it, bed-arrest.) he had endured, but whatever. At least there were no paranoid superheroes in there.

If there was one good thing about hanging out in there, it was that he didn't have to worry about acting strangely. For example, he thought better when he was sitting upside down on the ceiling. He could do that there. And if he had the desire to blast  _Panic at the Disco_  from the wall speakers, that was cool too. It was his space, and he could really be comfortable there. Even with all of his crazy preferences.

That is, until JARVIS interrupted his thoughts. "Master Parker, Master Rogers would like for you to go down to the gym if you are done with your homework."

Peter may or may not have fallen off of the ceiling in surprise. A little warning from the A.I. might have been nice. He groaned from the floor, "Alright, tell him I'm coming."

Despite his momentary, uh, slip, he couldn't help but be a little excited. He may have gotten to know Steve a bit over the past few months, but that didn't change the fact that he was a huge fanboy at heart. He had read his comics from the time he was young, seeing as Uncle Ben had collected them.

And now the world's most famous and awesome superhero wanted him to go to the gym with him. He wondered why.

It wasn't long before he was stepping off of the elevator. No matter how many times he saw the gym, it always took his breath away. Much like the lab, it was huge and filled with all sorts of equipment. On the far wall was a rock climbing wall, the left half of the room was mainly dominated by regular gym equipment, and the right side was an all purpose court and a boxing area. Peter had wanted to use it ever since he had first seen it but, well, it had almost always been occupied, and he couldn't exactly exercise to the best of his ability when there were people around.

Actually, he supposed he could, now that they knew who he was. He smiled at the thought.

Steve was, as usual, showing a punching bag who was boss. Peter stopped and watched for a moment as the man went at it, as if the bag had somehow offended him in some way. It was hypnotising.

Then, with one last, particularly powerful punch, Steve demolished it, sending it through the air and splitting the seams. Peter jumped as it scattered to the ground, and Steve turned to him.

"Oh, hey, Peter. I didn't see you there." Steve said warmly, as though it was completely normal to destroy innocent exercise equipment.

"That was cool." Peter grinned, only barely caring that he sounded like an idiot. After all, it  _was_  cool.

Steve laughed in a way that can only be described as patriotic. "Well, I'm glad you think so. Tony always complains about how many punching bags he has to replace."

"Well, he should get stronger ones, then."

"Exactly!" Steve began undoing the wrapping on his hands, "So, I have a question for you, Peter."

He didn't like the sound of that. "Yeah?"

"How strong are you, actually?" Steve asked in a way that didn't seem prying, just curious. "Like, I've seen Spiderman in action a few times, but I don't think I've actually seen you hit your limit, yet."

"Oh." Peter hadn't seen this coming. He should have, but he didn't. "Well, I'm sorry, but- I don't know. I've never really had to find out."

Steve raised a brow. "So you don't know how far you can go?"

Peter blushed slightly in embarrassment, "I've been busy."

"Well, if you have some time now, we could find out." Steve stated almost hopefully. Peter blinked in surprise. Then, as the request registered in his head, it took everything he had not to pump his fist and hiss, ' _Yess!'_.

"Uh, sure, if you want." He said calmly. Not to worry, Steve could see how excited he was.

"Alright." He nodded, then lead Peter to a weight rack. "I had to swear on pretty much everything short of the river styx to get Bruce to let me do this today. So, as per his request, no lifting with your left arm. But this should give us an idea of how much you can do with your right arm."

Peter looked at the weights skeptically, "Um, no offense Steve, but I don't think weights are going to work."

"Ah, that's the fun part." Steve grinned, "These aren't normal. These were made for  _me._ "

For what seemed like the tenth time in the past few minutes, Peter thought his little fanboy heart was gonna explode. "You mean-"

"They can't be used by regular people." Steve nodded. "I think they'll work a bit better than the ones the others use. Well, other than Thor, but it's impossible to make weights for him. You know, with him being incalculably strong and all that."

"So, you want me to just… lift them?" Peter reached uncertainty for the heaviest one on the rack.

"Well, I'd start lower on the scale seeing as the heaviest is-" Steve stopped mid-sentence as Peter lifted the weight with ease. With one hand. Damn. "1,200 pounds."

"Oh." Peter kind of glanced between Steve and the weight in his hand, as if it were as easy to lift as a phone. "Um, sorry…" he mumbled and replaced it on the rack.

"No, it's fine, I guess I just didn't realise." Steve scratched his head. "We need to find something heavier."

* * *

Tony had too much on his mind. First that stupid meeting on stocks or whatever with all of those board members. (Next time, he wasn't gonna let Pepper make him go, no matter what.) Next that whole thing with the adoption papers, and the fact that social services was  _really bad_  at paperwork. Finally, Peter seemed to be in a bad mood with him and… well, everyone, actually. Not to mention what he had said...

So when he went down to hs garage, he was looking to let off steam by working on cars for a few hours. He wasn't expecting to see one of the earlier mentioned cars being lifted over the head of a particular spider-kid, with Steve looking on.

"What are you doing?!" Tony spluttered, causing both superhumans to whirl around in surprise. (And, of course, the car too.)

"Oh, uh, we were just-"

"Um, we can explain, you see-"

"Put it down!" Tony said in exasperation, and Peter complied. After all, that car cost more than most people's college education. At Harvard.

"Sorry, Tony, but we needed something heavy." Steve said.

"Why?" Tony asked, pinching the bridge of his nose, "Why did you need something heavy, Steve, do tell."

"Well, we wanted to see how much he could lift."

"Oh, of course. And why did you decide to use my  _car_ Instead of  _weights?_ "

Peter spoke up, "They weren't heavy enough. We figured that these would be at least a few tons-"

"Wait a minute," Tony cut in, "Are you saying the weights I designed for Steve aren't enough? Those- those are over a thousand pounds!"

Peter only shrugged.

"Well, sorry, we'll go find something else." Steve started for the elevator with Peter close behind.

"Wait a minute." Tony grabbed Peter's shoulder as he was passing. He wanted to tell him to cut it out, he was injured. He wanted to ask him about why they were even doing this. He wanted to talk to his son about what 'experiment' meant. He needed to talk to him. "...Don't break anything expensive."

"I won't." Peter flashed him a brief smile and rushed to join Steve in the elevator. Kids.

Once he was alone, Tony turned back to his car. " _You_  never give me anxiety, do you? That's why machines are better than people."

"Thank you, sir." JARVIS said out of nowhere.

"Oh, shut up."

* * *

Peter was exhausted. It had been his most productive day in what felt like forever, and everywhere ached dully. Still, it had been great.

Now, as if he had realised how worn out Peter was, Steve was making dinner. Spaghetti, one of his favorites. Good thing it was Steve, Peter didn't think the kitchen could take another round with Tony.

So he sat on a bar stool and, as Steve cooked, finally got around his homework. "Hey, Steve?" Peter asked, "Who lost the presidential race against Roosevelt in 1940?"

"Uh, it was Wendell L. Willkie. I remember because Bucky nicknamed him… well, nevermind." Steve smiled blissfully down at the onions he was chopping, as though he was remembering some old joke he had forgotten until that moment.

"Thanks." Peter jotted down the answer and slammed his book shut.

"All done?"

"No, but I'm sick of history. I'll do it later."

"Well, in that case, you wanna help?" Steve glanced back at the teen, who nodded and slid out of his seat. "You know how to chop peppers?"

"Yeah, Aunt May taught me. She said every gentleman should know how to cook." Peter said wistfully.

"She sounds like a smart woman."

Peter nodded, "She was." he slid a knife out of the holder on the counter and started on the bell peppers. "So is anyone else eating in here, tonight?"

"Yeah, I told the others they were free to join us, but I haven't heard anything-" Steve was cut off by the elevator opening with the usual *ding* and lo and behold, the rest of the Avengers. (And Pepper, of course.)

"Wow, speak of the devil." Peter shook his head, grinning.

"Wait, which one of us is the devil?" Tony joked, pretending to be offended, "If it was me, then I demand to know what you were saying."

"We were just saying how much you look like a porcupine, with that hair." Steve chuckled.

"Hey!"

"Watcha makin', Spangles?" Clint asked, dipping his finger into the sauce. Steve hit his hand with a wooden spoon.

"Spaghetti. Peter, you done with the peppers?"

"Yeah, here."

"Great, if you're done, Peter, let's do a round of Mario Kart." Clint suggested.

"Uh, okay." they rushed into the living room, leaving the adults behind.

Natasha turned to Pepper, "Kids, am I right?" She took Peter's place on the bar stool.

"So, did you find out how much he can lift?" Tony asked Steve, "Because it looks like I'll have to design some heavier weights."

"Well, I'm not sure." Steve said thoughtfully, "He was only using his right arm, and we still couldn't find anything heavier than the Quinjet, so-"

" _The Quinjet?!"_  Bruce blurted, "That must be- at least ten tons!"

"Yeah, well, he got it over his head."

"I thought I said  _not_  to pick up any more expensive stuff." Tony sighed.

"No, you said not to  _break_  anything expensive." Steve corrected him.

"Peter said that, didn't he."

"Well, maybe." Steve grinned.

"You know, I'm still kinda thrown by the whole, 'Peter is Spiderman' thing." Pepper said in a low tone, as if afraid she would be overheard. "I mean, I know nothing's changed, and he's been like this as long as I've known him but still…"

"I know what you mean." Natasha nodded, "Like, what are the odds? And since we found out, we  _still_  haven't had a chance to talk about, well, everything."

"Yeah, like, what the heck happened in that place he was being held?" Steve slid the chopped ingredients into the sauce.

"Actually, I think I have an idea about that." Tony ran a hand through his hair, "Don't hold me to this but- well, earlier he kinda… let it slip that... um-"

"Are you gonna tell us or-" Bruce started impatiently.

"Experimentation." Tony said forcefully, and the others fell silent. "He said, "You're making sure Octavius doesn't come back to experiment again." or something. I mean, I could tell he didn't mean to say that, it just, you know, slipped."

"So… he was, what? Treated like some... oh, God." Steve said slowly, leaning against the counter as if he was suddenly having trouble standing on his own. "Jesus…"

Natasha had taken on a closed, neutral expression, but it was obvious her jaw was clenched. Bruce seemed dazed, not quite sure what to think. He had, after all, done tests of his own… Pepper had a hand over her mouth, and a lost look in her eyes. Powers or no, this was _her_ kid. Not something to be poked and prodded. It was  _wrong_.

The air was thick with their silence, as though what they were feeling was choking the life out of them. Then,

"I… I thought it was torture." Natasha whispered, not a trace of emotion in her voice.

Bruce laid his head in his hands. "No wonder he's been upset with me, I did it too! As soon as I found out, I asked him to let me run some tests, I- I did it too-"

Tony laid a hand on his science bro's shoulder, "No, this is different, Bruce. You would never hurt him, he knows that. This wasn't science, this was- was twisted."

"I thought Otto went after him because of something he  _did._ " Pepper said to no one in particular. "I can't believe anyone would do that for any reason, but especially not just in the name of science."

Steve clenched his fists, "When I find that son of a-"

"You asshat!"

They all turned to the source of the accusation as Clint ran into the room hot on Peter's heels. "You cheater, I'm gonna-"

"It's not like I can just turn it off!" Peter cried, racing around the island, "It's not cheating!"

"It  _so_  is! When I get my hands on you-"

"Not happening!" Peter called back and, with set determination, leapt onto the ceiling and out of reach of Clint.

"See?! Still cheating!" Clint tried leaping for the teen, but he pressed himself close to the ceiling tiles, making it impossible for Clint to grab him.

He growled in anger and whirled around to the others, "Nat, where's my bow? This little sucker is coming down whether he likes it or not-"

" _What is going on?!_ " Tony yelled.

Clint pointed up at Peter, "He was using his sense thingy to cheat at Mario Kart! No wonder I always lose, he has an advantage!"

"I. Can't. Help it." Peter shot back, still hanging upside down. "It warns me whether I like it or not."

"That's no excuse! Now come down before I drag your sorry ass-"

"That's enough!" Natasha snapped.

Clint went still, then turned to her, "But he's the one who-"

"I don't care. God, Clint, it's a game."

"Uh, Steve?" Peter said feebly, "That stuff is starting to burn."

"Oh, shoot!" Steve stirred the forgotten sauce in an effort to save it. Luckily, it wasn't too far gone. "Well, I think it's ready. If you guys are done messing around, we can eat."

"What do you say, Clint, can I come down?" Peter grinned down at the archer, who grumbled something and walked away to get a plate. "Cool."

He dropped to the floor and joined the others at the table, as though sticking to the ceiling and getting chased by an angry superhero was totally normal. Of course, in this household…

Still, what they had learned weighed heavily on them. No more guessing or denying what had happened. This kid laughing at the noodle in Tony's facial hair had been to hell and back for no reason other than he was different. They had all been there.

Steve wanted to keep him safe, to undo everything that had happened. He would have taken all of his burdens if he could. He was so young...

Yet he was so strong. More than any of them, and not just in a physical sense. In the sense that he  _could_  laugh, still, having seen horrors that nobody should ever have to see.

Steve smiled at that. If that stupid kid could find it in him to smile… maybe he could find it too. Maybe Peter wasn't that kid from Brooklyn.

Maybe he was better.


	19. Of Fury and Freaks

Tony leaned back in his plush office chair and set his feet on his desk with a frustrated sigh. "I don't get it, Pep. There's no way this is normal!" He threw the papers he was holding to the desk. Or should I say, lack of papers? Within the thin folder, there was only a single sheet.

"Well, okay, have we considered that that office is probably way under funded?" She said with false confidence. "I've heard plenty of stories about papers getting lost, or employees being overworked-"

"Come on, Pepper. You know as well as I do that this is bad news." Tony rubbed his temple with his two forefingers. All of this was stressing him out.

"We don't know that for sure. Mistakes happen." Pepper leaned forward in her own chair, almost as if that would make her believe what she was saying.

He shook his head, "No way, too much crap has happened in the past few months for this to be a coincidence. Maybe Otto did it before Christmas, to cover his tracks. Or maybe somebody wanted it to seem like he wasn't around so nobody would notice if he went missing. Or-"

"Or maybe a virus was uploaded to erase all living evidence that he exists by a malicious alien! Or maybe Electro did it so that  _he_  could adopt him! Or maybe a million other things!"

"Are you saying I'm being unreasonable?" Tony narrowed his eyes at her.

"No, but you can't jump to conclusions! We're assuming the worst here, Tony. What if it really isn't anything?" She almost sounded like she was pleading. Maybe she was. To Tony, to God, to anyone.  _Please, let this be true._

He stood abruptly, "And what if it is?! Pepper, the last time we ignored little stuff like  _this_ " He forcefully flipped open the folder to the single page. It read,  _Our apologies, but_ **Peter Parker**   _is not in our systems._

"Last time we ignored this stuff, we almost  _lost_  him! Don't you get it, he could have  _died_! And you really wanna sit there and tell me we should ignore this?!"

Pepper stood too, "You think I don't see how scary this is? Remember, I was  _there._  I cried too, every day he was missing.  _I_ love him too!  _I'm_  adopting him, too! Christ, Tony, this is terrifying! You think I don't  _get_  that?!"

He turned away from her, "This is ridiculous. How much trouble can one kid be?"

"If he's anything like his father? Too much." She remarked darkly. Tony barked a humorless laugh.

"You know he's not really my son, right? Hell, he's not even totally human." Tony stared out the window, somehow missing the New York skyline right in front of him.

"You don't mean that."

"I do." He turned back to his wife, and she could see the weariness clinging to him. This was eating him alive. He slumped back into his chair, once again rubbing his temples, "You know, he's actually  _part_  spider. The kid's a freak of nature."

All of the tension that had filled the room just moments before was suddenly draining, like air leaking from a balloon. This must be what Tony was really upset about. Pepper wasn't mad. Not anymore. Tony was too upset, too worried to be mad at. "Tony… are you gonna be okay?"

"Just… come here." Tony held out an arm to her, and she obliged. It only took a moment for her to come to rest in his arms, her head laying tenderly in the crook of his neck.

Pepper asked what they were both wondering. "Is it gonna, you know, hurt him? The spider stuff in him?"

"I don't know, Pep. I just… I don't know." Tony sighed tiredly.

"I'm sorry, I know you're worried-"

He cut her off with a kiss. Life was too short, and her lips looked so nice.

They stayed like that for a long while.

* * *

Okay, his cast was off, all of the scars were more or less healed, and Peter was more than ready to get back into action. He just had one last hurdle to face, and he would be good to go.

He just had to tell Tony it was time for him to get back to life, and make sure he was cool with it. Easy, right? After all, surely he wouldn't mind Peter going out and facing down men with guns and knives and superpowers, right?

…

Okay, maybe not so easy. But if he couldn't handle a simple conversation, then what kind of superhero was he?

He stepped off the elevator on the executive floor, then headed down the familiar track to Tony's office. Truthfully, Tony wasn't in there much, seeing as he prefered to spend all of his time down in the labs. But on the rare occasion he actually acted like the boss, Peter had been there to assist.

That got Peter thinking. Why would Tony be in there today? After all, he was neck-deep into an experiment on dark matter that morning. What could have been important enough to pull him away from that?

Before he even got to the door, Peter started hearing voices on the other side. He kinda tried not to listen in, since eavesdropping is rude. But just like with Mario Kart, he can't always tune out what his advanced senses were letting him know.

Still, it's not like he was trying to hear Tony say, "This is ridiculous. How much trouble can one kid be?"

Peter stopped in his tracks. Kid? Trouble? He started to get a terrible feeling in the pit of his stomach…

Pepper spoke next, "If he's anything like his father? Too much."

Tony  _laughed._ "You know he's not really my son, right? Hell, he's not even totally human."

"You don't mean that."

"I do." Peter's mouth went dry any his head felt light and empty. What-... what was he saying?

"You know, he's actually  _part_  spider. The kid's a freak of nature."

Tony sounded so… disappointed.

Peter didn't need to hear any more. He went back the way he came, going more by memory than by sight, for his vision had gone blurry.

The next few minutes went by in a blur, and he didn't even notice the route he took back to his room. Once there, he softly, limply, shut the door behind him.

He knew it. Ever since they had found out who… what he was, they had treated him differently.  _Ridiculous. How much trouble can one kid be?_

He didn't even know what he had done this time. He leaned his back against the shut door, allowing himself to slide to the floor. He had tried so hard not to be any trouble.

_Not my son. Not even Human._

Peter pressed his palms into his eyes. He had known his DNA was warped, but he didn't think it really mattered. It didn't change anything, right?

_Freak of nature._

Freak.

That's all he was. Not a hero, not even human. He had thought Tony saw him as more than that, more than a

Freak.

Peter's thoughts were spiraling. Was Tony right? All of the confidence he had built was fleeting and all of the walls he had broken down were regrouping. He had been so stupid to think he could ever get close again.

When he got close, people got killed. When he got close, people found out just how awful he was. When he got close, they could finally see that Peter Parker is a lie, and all he was was a

Freak.

It was all too much. Peter got to his feet in an effort to shake away the anxiety that had begun to cling to him like cobwebs. He couldn't do this anymore. He couldn't be such a burden anymore.

He crossed to his closet and brought out a spare costume that had been tucked into the back. Bruce may have taken his web shooters, but he still had his originals. They would have to do.

Peter slipped the costume on, then opened the window like he had so many times before. It had been too long.

He had killed everyone who had loved him. He had hurt everyone who helped him. Now, he was too much for even Earth's mightiest heroes. For Iron man. If he got hurt now, he deserved it.

He leapt into the crisp afternoon air.

He had a job to do. He had to make it up to them. He had to prove that he could be good, and not just a

Freak.

* * *

This was strange. Well, obviously, Steve had had his fill of strange, but Nick Fury putting out a call for all of the Avengers definitely fit into that category.

Natasha and Clint were full time agents, so it wasn't anything out of the ordinary for them to be assigned missions. Steve had gotten several offers for special ops, and even Bruce had been asked for his expertise on a thing or two. But they hadn't been called all at once since the battle of New York. Whatever this was, it couldn't be anything good.

He had just arrived at the Hellicarrier with Bruce. Tony had flown ahead with his dumb suit, leaving them to get there the long way.

"What do you think the deal is?" Bruce wondered aloud.

He shook his head, "I don't know. Do you think it's Loki again?"

"I swear, if that jerk is back, I am  _so_  gonna wring his skinny neck." Bruce fumed. He had never really forgiven the god for everything he had done the last time he was on Earth.

"I don't know, I think you got him pretty good last time. Not that I would stand in your way." Steve smiled as they entered Fury's office.

But as he took in the room, that smile died.

Fury was standing with his arms behind his back and a blank look on his face. Natasha and Clint stood to the side, similar expressions dominating their features. Then there was Tony, a bundle of ADHD nervous energy. His leg bobbed up and down as he looked around the office, and the fidget spinner in his hand (a gift from Pepper. She knew him so well.) spun wildly in circles.

The overall atmosphere was heavy with tension and silence. Steve almost wanted to turn back. Something just felt off. Was this anything like Peter's sense-thing?

"Now that everyone is here," Fury's deep voice cut through the soupy silence like a cold knife. "We can start."

" _Finally._ " Tony sighed dramatically. "You know, there  _is_  such a thing as small talk?"

Instead of dignifying that with a response, Fury simply threw a file to the desk between them. "Take a look."

Without a trace of trepidation, Tony flipped it open. Then he went slack. In the next few heartbeats, you could have heard a pin drop. Steve himself struggled to keep a neutral expression as he looked down at the contents.

Spiderman. Articles, pictures, eyewitness accounts, and a good bit of other stuff, all pertaining to the web-slinger. But it got worse. Bruce stepped forward and spread out the papers a little, to reveal more information… on  _Peter._

Grades. History. Pictures dating back years. Then more recent ones. One looked like a yearbook photo. Another looked like a selfie with a blonde girl who Steve had never seen. Steve picked up a blurry picture with a timestamp from last October, that looked suspiciously like security footage of a gas station.

Finally, there he was, getting out of one of Tony's cars, walking out of Stark Tower, clinging to some flying thing up in the air (Tony's gauntlet?), and sitting on the roof. How long had they been watching?

Tony's hands were shaking, yet his voice was surprisingly steady as he asked in what was almost a whisper, "What the Hell is this?"

"Oh, that's funny, I was just about to ask  _you_  that." Fury crossed his arms.

"Whatever it is you think you know-"

"Cut the crap, Stark!" Fury barked, "You know as well as I do that this is pretty damning evidence."

"Evidence of what? I see some stuff about my personal assistant, and some other stuff about that spiderman guy. What are you saying, they know each other or something? Because I'm pretty sure that whole picture thing is just a side job."

"Stark." Fury fixed his one-eyed gaze on Tony, "I assure you, this won't end well for you."

Tony stood then, and gathered up his stuff, "Well, as fun as that sounds, I think I'll get back to something more important-"

"He's now under SHIELD custody."

Tony stopped in his tracks, and Steve could feel his heart sink to his feet. Tony turned slowly, eventually coming to face Fury with a blank stare. "What did you say?"

Fury sighed, "Come on, you all aren't fooling anyone. This Parker kid's Spiderman, and you know it."

Bruce spoke up for the first time since they had gotten there, "So what?"

"So, this isn't okay!" Fury said angrily. "Barton, you knew he was dangerous, and I told you  _specifically_ to report any activity to me! And Stark, you have no right to do this! How long have you been manipulating this kid? What on Earth possessed you to try to adopt one of SHIELD's most wanted?!"

"Oh, you think I'm  _manipulating him?_ " Tony seethed. Steve noticed his hands clench into fists, and, for a moment, felt that strange dread again. "Did you ever consider that I was trying to adopt him even before I found out what- who he is? We don't all see people as pawns, Nick!"

"Well, it doesn't even matter, we can't let you do it." Fury hissed, "He's too powerful, too unstable. It would be like handing a nuke to a monkey."

"You-"

"So we pulled his papers." he continued, "From this point on, he isn't under your care. SHIELD is taking him in as a potential level three."

Steve couldn't help himself, "You can't do that! Peter would never hurt anybody! He- he's a really good kid!"

"I would expect you of all people to know what happens to kids when they get powerful, Rogers."

He… well, he wasn't wrong. It wasn't just people who gained superhuman abilities, either. He had been beat up by enough brawny kids in his day to know exactly what Fury was saying. Still, this was different.

"All due respect, sir, but this is ridiculous. He isn't hurting anyone." Steve tried to sound like a captain should, sure and in control. He was a brilliant actor like that.

"This isn't up for debate. The fact is,  _somebody_  should have reported this as soon as you found out about it. You obviously can't be trusted to keep us posted on him, so it seems there's no other choice than to take care of this ourselves." Fury stated matter-of-factly.

""Take care of this"" Tony sneered, "You don't know the first thing about him!"

"Honestly, Stark, do you really think you're any more capable of meeting his needs? Do you even know what happened to his parents, or his aunt and uncle for that matter?" He paused for a moment, during which Tony simply pursed his lips. So he didn't know. Fury seemed to take this as permission to continue, "No, I didn't think so. The fact is, it can't be a coincidence that everyone that takes him in winds up dead. Hell, he could have even saved his uncle, if he cared at all-"

Who knows what else he would have said if Tony hadn't snapped. He lunged across the table, managing to nail Fury in the nose as he tackled him to the ground. It all happened so fast. Tony was swinging wildly, shouting like a mad-man; Fury was doing his best to fight back, but he was really no match for Tony's parental rage. Natasha and Clint rushed forward to pull them apart, and Steve stood there in shock. Then there was Bruce, the pacifist, who managed to get in a good kick to Fury's ribs while everyone else was distracted. Good for him.

The whole thing only lasted a few seconds before the assassins were able to break it up. It took Clint putting Tony in a headlock for it to really end.

Tony knew there was nothing left to do. Steve could see it in his eyes. But God knows that if Fury wanted Peter, Tony was gonna fight him with everything he had in him. "DON'T YOU DARE!" He yelled, struggling against Clint, "You don't know anything! You don't know his favorite food, or that he doesn't like storms, or what to do when he wakes up with nightmares every night, or that he says he loves raisin bran, but always picks out the raisins, or-"

Tony babbled on, slowly struggling less and less with every small detail he told Fury. He didn't care about his dignity anymore. No, all he cared about was the son he had only had for a short while, and had almost lost once already. Now he was losing him all over again. He was unravelling before their very eyes.

"Or that he actually doesn't even  _like_  spiders, or- or…" Tony's words died at his lips. He couldn't have gone on if he wanted to. He could only barely manage to whisper, his voice heavy with desperation, " _Please._  He  _needs_  us."

Steve didn't know what came over him. It was like he watched from a distance as he walked over to the billionaire, playboy, father. Clint released him, letting him fall to the floor. Steve kneeled beside him and wrapped an arm around his shoulders reassuringly. Tony was too distraught to even push him away. "Hey, come on, Tony. We'll get through this, it's gonna be okay."

Bruce came up behind him and placed a hand on his shoulder as well. Clint and Natasha stood back, but, of course, this  _was_  still their boss's office. Steve managed to get him to his feet, pulling him up gently by the shoulders.

Then Fury stepped forward. His nose was bleeding, Steve noted with satisfaction. Clint spoke for the first time, his voice cool and indifferent, "Well, have you seen enough?"

Steve looked up to see his usually stoic face melted into something almost warm. Almost. "Calm down, Stark, I'm not gonna take your kid away. Honestly, you're such a drama queen."

Tony looked up at the man, "What?"

Fury rolled his eyes, "I had to be sure you were adopting him for the right reasons. If you were just looking to use him, or boost your ego, we couldn't let that happen. He  _is_  dangerous, after all."

"So…" Tony went from confused to angry again in a heartbeat, "You're saying this was a  _test?!_ " He made to surge forward, and may have jumped the director again if not for Nat casually stepping between them.

"Would you rather it not be? Because, trust me, I would have no problem with shipping him off to the nearest SHIELD training compound. Hell, it might even do him some good."

"So, hold on, that's it?" Bruce said in confusion, "You're just gonna leave him alone?" He looked almost relieved.

"Well, I didn't say all that." Fury's expression settled back into its usual cold self, "I can't just ignore somebody with that kind of power. If you want him to stay there, you'll have to agree to some conditions. I wasn't lying about pulling his papers, he really is under SHIELD authority, now."

Tony glared at him. "What kind of conditions?"

* * *

Peter twirled and swung through the air. He lost track of which way was up, and just let his instincts guide him through the New York city skyline. Night had fallen, and his webbing was running low, but he couldn't bring himself to go home.

It had been a busy evening. Muggings, robberies, attempted rape, and one gang shootout went by like a movie. It was like he was watching from a distance, like somebody else was doing what he was doing.

He didn't even try to make any witty banter. He wasn't in the mood. He just wanted to get the job done and move on. He let himself fall until he almost hit the pavement below, then shot out a web at the last second and pulled himself back into the sky.

Sirens. Screams. Laughter. Arguing and televisions. He let the sounds soak into his ears and distract him from his thoughts.  _Freak._

Then he heard something that made him stop mid-swing. He heard the impacts as somebody beat the crap out of somebody else. Letting go of his web, he came to rest on a lamp post. He was in a residential neighborhood, on the poorer side of town. Funny, he didn't even realize he was there.

He turned toward a small, run-down house, (if you could really call it a  _house_ ) and listened for another blow. Peter heard a man with a deep, thick cockney accent yell, "YOU FUCKING IDIOT! ANOTHER FAILED TEST!" *thwack!* "I WARNED YOU!" *fwap!*

Peter tensed, preparing to jump into action, before he heard one final impact, and a drunken, "Get out oF MY SIGHT!" Just like that, the whole thing was over, and Peter was too late. He might have gone in and taught the jerk a lesson, if not for the shadowy figure that strode quickly into the night.

Flash. Flash Thompson, his tormenter, his enemy… was he crying? It was enough for him to lose his grip on the post and almost fall. Luckily, he was able to hold his position, but made a small sound in the back of his throat all the same.

Flash whirled around, his eyes glinting the the half-darkness, searching for the source of the sound. Peter stayed very, very still…

"Who- who's there?" he called out. Peter didn't know what to do. Should he say something? Or do something?

"I, uh, I'm armed! Back off, man!" his voice was steady, but Peter could see his hands shake ever so slightly.

He couldn't just let him be so freaked out. He sighed, knowing what he had to do, and descended slowly and smoothly from his perch. Flash's eyes went from wide to wider, almost popping out of his head as he recognized the iconic red-and-blue suit of his hero. For once, they were both at a loss for words. A few tense heartbeats passed, during which Peter was really starting to regret coming down, until

"Oh… my God." Flash said weakly. His legs were like jelly, and his voice was shaking now, too.

"Um, yeah, sorry if I scared you, I was just-"

"Oh my God! I knew you would be back, I just knew it! I- I'm like, your biggest fan!" he stepped forward into the light, revealing a wide smile, and a huge, puffy black eye.

"Woah, are you okay, Flash?" Peter asked in shock. "I heard some shouting… was that your dad?"

"What?" he reached up and gingerly touched his eye, "Oh, no, it- it's fine, really. He's just… wait a minute. You know my name?"

Shit. Peter shifted from one foot to the other, desperately coming up with an excuse. "Uh, yeah, you know, uh, Peter Parker told me about you."

Flash's face fell. "Oh."

It was then that he realised just how perfect this was. The perfect way to get back at Flash for all of those years of abuse, by telling him off as the one and only Spiderman. It was the perfect revenge!

But… he looked so… defeated. Like he expected that. Like he knew exactly what Peter would have said about him.

Any thought of revenge slowly dissipated as he stared at his old foe, with his black eye and teary cheeks. God, he was just as much of a victim as him.

"Yeah, he was telling me how worried you were a few weeks ago. He, uh, made you sound like a really cool guy." Peter scratched the back of his head, not looking Flash in the eye. Wait. He was wearing a mask. Duh.

Flash's brows shot up in surprise. "Really? He didn't say… anything else?"

"Nope." Peter shook his head. "And I'm fine, by the way. I just… had a little trouble with Otto Octavius."

"Doctor Octopus? Awesome." he grinned, and Peter couldn't help but do the same.

Just then, he felt his phone vibrate in his pocket. Then again. And again. Crap. He needed to get home.

"Well… are you sure you're okay?"

Flash bit his lip. "Yeah, this is the best night of my life! But can I ask a favor?"

"Uh, sure." he figured it couldn't hurt.

"Could you, uh, can I have your autograph?"

Peter grinned beneath his mask. "Sure, thing."


	20. It's Just a Test

Peter was careful to make no noise as he swung his window open. He was in so much trouble. Just before he had come in, he had checked his phone to see that he had ten missed calls from Tony and Pepper… yikes. Steve, ironically, was the only one who had thought to text. It read, " _Where r u?"_ No one had had the heart to tell him nobody actually texted like that.

He slipped in through the opening and carefully crawled across the ceiling. As almost an afterthought, he closed the window behind him with his foot.

"JARVIS." Peter whispered, "Lights up to forty percent, please."

"Certainly, Master Parker." the lights flickered dimly to life, revealing none other than Tony sitting at his desk.

Peter may or may not have yelled in surprise and fallen off of the ceiling. He groaned and sat up, glaring at Tony from under his mask.

"Welcome back, Peter." He said blankly.

Oh, man. He was in so much trouble. "Uh, hey, Tony."

"Nice outfit."

"Oh, um, yeah. Sorry." Peter pulled off his mask, and they just sat and looked at each other for a second. Then, "Am… Am I in trouble?"

To Peter's dismay, Tony just sighed and shook his head. "I guess I should have expected this. We need to talk."

All Peter could say was, "Oh."

More silence.

"I'll go wait in the other room. Just… put on some normal clothes, for Christ's sake." and with that, he rose to his feet and walked tiredly from peter's room. That was… weird.

As quickly as he could, Peter changed into some comfortable pajama pants, (Spiderman themed. Thanks, Pepper.) and a plain red T-shirt. It was only about ten thirty, but it felt later for some reason. Probably because he didn't usually get back from patrol until around two in the morning.

Regardless, it wasn't long before he was padding down the hall to find out what he had to say.

He found him sitting half-asleep on the couch. His chin was in his hand, and Peter wasn't even sure if he had noticed him come in. So he just sat down across from him, ready for the lecture he honestly kinda deserved.

It took a few seconds, but Tony began with, "So, you're back to the whole vigilante thing, huh?"

"Okay, I meant to ask you first, but-"

Tony put up a hand, "You know, I don't really want to hear it, Peter. You didn't even tell anyone where you were going!"

"JARVIS knew I was going out." Peter pointed out lamely.

"That's besides the point. Pepper and I were calling you-"

"I can't exactly pick up my phone while… doing what I do." he said, getting annoyed, "Besides, it's not like it's any different than the other hundred times I've done this!"

"Oh, well that makes it all okay, then!" Tony rolled his eyes. "Really, why didn't you just  _talk_ to us before you went out? Then at least we could have, I don't know, helped."

"What if I don't really  _need_  help, Tony? I'm fine without you guys constantly keeping an eye on me!"

"You don't know what kind of stuff is out there. You're not old enough to-"

"Not old enough? Trust me Tony, I've seen plenty of the ugly stuff out there. There's no age limit on that." Peter said flatly, making Tony's face fall.

"You know what? We can talk about this some other time. I have other stuff I need to talk to you about, now."

Peter took a calming breath, "Okay, what is it?"

Tony ran a hand through his hair, avoiding Peter's gaze. "Do you know who Nick Fury is?"

"Uh, yeah, he's that SHIELD guy, right?" Peter said thoughtfully, "The creepy one with the eyepatch?"

Tony nodded, "That's the one."

"Okay, why do you ask?"

"Well." Tony sighed, "I guess there's no easy way to put this; he knows who you are, Pete."

Peter went pale as the blood rushed from his face. "You mean… he knows-"

"Everything." Tony affirmed solemnly, "It seems he's been looking into Spiderman for a while."

"Well- what did he say?" Peter spluttered. His thoughts were going a million miles an hour as he went through every scenario he could think of. Most of them were bad news.

"Basically? He made it clear that we're supposed to keep him up to date with anything major that happens with you. He just wants to be informed."

"Really? That's it?" Peter asked dumbly. That sounded almost too easy.

"That's pretty much the jist of it." Tony nodded.

"What about my whole 'secret identity' thing? Has he told anyone who I am?"

"About that…" Tony ran his hand through his hair once more, "There… well, there is one other condition he made pretty clear. Tomorrow, he wants to send over a few agents- I think two- to run a few tests. Then that's it, he'll back off and pretty much leave you to do your own thing."

Tony looked up to see that he had somehow gotten even paler, "W-what kind of tests?"

"I think just some DNA samples to keep on file, nothing major." Tony tried his best to calm the kid down.

"I, um, I don't know if that's such a good idea-"

"Listen." Tony leaned forward, "I'm gonna do a full background check on these guys before they get here, and even after they do, all of us are gonna be here, okay? And if they try  _anything_  that doesn't seem right, Bruce will go green faster than you can say 'pacifist'."

Peter bit his lip and looked intently at his hands, which were clenched tightly in his lap. "I… I guess it's okay. I just, uh, was a bit worried about people seeing me without the mask, you know? But yeah, that's fine."

Tony knew better than that, but decided it couldn't hurt to play along. After all, if Peter still wasn't ready to talk about everything that had happened, he wasn't going to make him. "Yeah, I get it. That's why I just skipped the mask and went straight to telling everybody who Iron Man is."

Peter gave a feeble grin. "I think you just wanted to get credit."

Tony shrugged, "Well, that too. What's the point of being the world's greatest superhero if nobody knows it's you?"

"I might tell you someday." Peter smirked.

Tony rolled his eyes. "Whatever. You should go to bed, Pete. You're already up too late."

"Alright." Peter said wearily, secretly relieved he didn't get more chewed out for going out in costume earlier. He rose to his feet and started to head back to his room.

"Oh, and Peter?"

"Yeah?"

"The next time you go out and fight crime without asking, I'm gonna ground your sorry ass until college, understood?"

Peter gulped. "I hear you loud and clear."

* * *

He couldn't sit still. For the record, this was  _not_  how Peter had planned on spending his weekend. He thought he could hang out with Harry, study a bit for his exam that he would be taking on Tuesday, maybe spend a little time patrolling on the good ole web express. But no. Instead, he was sitting on the couch of the Avenger's living room waiting for some SHIELD agents to come and do some 'tests'.

To say he was nervous was a bit of an understatement. He was terrified. Though he knew better, he couldn't help but remember the last time somebody had run 'tests' on him.

Of course, he couldn't let the Avengers know that. They would never take him seriously if he was afraid of a few normal people. He could stop buses with his bare hands! Who cares about a needle or two?

So he tried to play off his anxiety as impatience. He took out his phone and scrolled mindlessly, trying something, anything to distract him from what was coming.

* * *

"I don't like this, Tony." Bruce whispered across the bar counter. He shot a glance at Peter who was staring at his phone. He hadn't scrolled or touched the screen at all for the past five minutes.

"And you think I do? If we could just cancel the whole thing I would, trust me." Tony whispered back. He had been in a bad mood the entire morning.

"I still think Fury should just let us send him all of the data we have. It's more than any stupid SHIELD scientist would be able to get, anyway." Bruce huffed.

"Yeah, but you know how he is about protocol." Steve sighed from his seat beside Bruce.

"Like you're one to talk, Cap." Tony rolled his eyes.

"Look, I know this isn't ideal, but it could be worse, don't you think? After all, he  _is_  letting him stay here." Steve pointed out.

"I guess." Bruce muttered, "But just look at him!" They all turned to see Peter had given up on looking at his phone and had leaned back in his seat and closed his eyes. He was breathing steadily, just as Tony always did after a panic attack. Even from across the room, they could see the sheen of nervous sweat on his pale face.

"He looks like he's on death row or something." Steve agreed.

"Well, can you blame him? Most nights he still wakes up screaming." Tony said darkly.

"Did you run the background checks?" Bruce asked him.

"Yeah, they seem innocent enough. Still, if they put even a pinky out of line, I'm activating the attack droids."

Steve nodded, "Sounds good to me."

Natasha, who had been waiting in the other room until this point, stalked over to them and said in an equally low voice, "They're on their way up."

They all stiffened slightly at the news, and a new volley of glances was shot at Peter.

The elevator doors opened with their usual *ding*, and out came the agents. In Tony's opinion, they weren't much to look at. One was a thin, brunette woman with a nervous face. The other was a tall, wiry man,who looked downright nerdy. They were both sporting lab coats, and the man was carrying a case which Tony could only assume held their equipment.

"Well," Steve sighed, "Let's just get this over with."

* * *

This had to be the best day of Fitz's life. Well… top five, without a doubt. Ever since he had first seen Captain America staring down Loki in Germany, he had been in awe. He never would have expected to be here, in Tony Stark's tower, in the presence of the Avengers themselves.

He. Was. Freaking. OUT.

Even better, he and Simmons had been asked to run a basic diagnostic exam on Spiderman, one of the most amazing superheroes they had ever seen. He had so many questions, and the director hadn't exactly filled in many blanks. In fact, he hadn't even told them who he was. They were to simply put all of the information on him into a file labeled 'Spider', instead of under a specific name.

But still, they would get to see him without the mask! Ever since they had been assigned this the day before, Simmons and he had been trading theories on what he looked like. (Simmons' may have been slightly embellished.)

They were in the elevator, on their way to the Avenger's common floor, when Simmons turned to him, "Leo, do you think he could look like a spider? I mean, that could be why he never shows his face!"

Fitz considered it for a moment before shaking his head, "I don't think so, he's too humanoid… unless he has extra eyes?"

Simmons make a disgusted face, "Ooh, I hope not. I wouldn't know where to look!"

" _That's_ what would bother you?" Fitz laughed, "I know that you're British, but-"

"Manners are important Fitz! No matter how many eyes somebody has." she smiled at the thought.

"Oh, come on, I know what you really expect him to look like. You expect some rugged jawed, muscled hero-type."

"Well, no, but I suppose that would be nice." She said wistfully. Fitz scoffed, and she turned to him, "Oh, you know I'm only joking. Lighten up, we're about to meet the  _Avengers_!"

He would have probably given a witty retort if not for the elevator doors opening, and taking his breath away. It wasn't just the lavish room laid out before them, but the people in it. Oh, God. Coulson would be  _so_  jealous when he heard about how they met  _Captain America!_

Not only that, but the famous scientist, Bruce Banner. And the two most celebrated agents to ever work for SHIELD, Clint Barton and Natasha Romanoff. Finally, there he was, Tony Stark himself, sitting at the bar with his arms crossed. Oh, Fitz was totally dreaming.

He smiled to Simmons, and they stepped forward. The Captain moved to greet them, but was intercepted by Stark, who grabbed Simmons' hand, then Fitz's.

"Hey, there. You're the guy's Fury sent over?" he asked.

"Y-yes, sir." Fitz stammered, "I'm Leo Fitz, this is my partner, Jemma Simmons. We're here to run a diagnostic-"

"Yeah, yeah, come this way." Stark muttered to them under his breath. He walked into a side hall, leaving the two agents no choice but to follow. Jemma gave him a look that seemed to say, ' _Well, that's strange.'_

As they entered the hall, with Banner and Cap bringing up the rear, Tony glanced over them, then began, "Okay, here's the deal. What you see here, stays here. He doesn't want anybody finding out who he is. And if you do  _anything_  to freak him out any worse, I swear to God-"

"Tony, cut it out." Banner sighed. He faced the two, "I'm sorry it's just- well, this is a touchy subject."

"I, uh, we understand." Jemma said, not understanding at all.

"Just… just be careful, okay?" The Captain added.

"Of course, sir." Fitz nodded furiously.

"Alright, then. He's-" Tony hesitated for only a second, "in the other room. We'll be at the bar until you finish."

Banner nodded and led them back into the common area, and Fitz got a chance to look around. But it was weird. Aside from the Avengers he had seen before, there was only one other person in the room, and, well, there was no way he was Spiderman. He was just a kid, after all.

He was sitting on the couch, looking down at his hands. Fitz noticed he looked a little like Stark. He might be his nephew or something, then.

"Uh, where-?" he started to say, but Banner just kept going to the kid on the couch. Oh, man. They had had some unlikely theories, but there was just no way.

Tony sat next to the teen. "Alright, Pete, this is them. You ready?"

He looked up and shrugged, getting to his feet, "Sure, I've been looking forward to this all day."

"Uh." Jemma shook away her own shock, "Alright, is there somewhere-?"

"Down the hall, to the left. P-... Spiderman will show you." Tony answered absentmindedly. He looked much more relaxed as he turned to the kid again, and laid a hand on his shoulder. "You sure you don't want us there with you?"

He rolled his eyes in response, "For the twelfth time, Tony, it's  _fine._ " he faced them, "Let's go, then."

* * *

He tried to ignore his dread as he sat on the table in the back room. It was relatively empty in there, with nothing but a table, a few chairs, and a couch. Tony claimed it was a private conference room. Peter was pretty sure Tony just hadn't known what to do with the space.

Still, he didn't know who was more nervous. Him, or the two agents that were supposed to run the tests. Because, well, as terrified as he was, for obvious reasons, he couldn't help but notice the girl's hands shaking.

"So." he tried to relieve some of the tension, "What were your names again?"

The girl smiled at him while the guy was pulling something out of his case. "Fitzsimmons. Well, I mean, he's Fitz, I'm Simmons. Heh, um, what do you want us to call you? I suppose 'Spiderman' works, though I have to admit, without the suit-"

"You mean you don't know my name?" that was surprising. He figured Fury would tell as many people as he wanted.

"Well… no. We don't really have that sort of clearance." She tittered.

Peter thought about it for a moment, then said slowly, "Well then… my name's Peter."

"That's a lovely name." she said with relief. After all, it would have been pretty awkward to call him Spiderman the whole time.

She set down a small black box, which projected holographic images into the air ."So, Peter, first of all, how old are you?"

"Uh, fifteen." She turned away to punch in the information, but he caught her surprised look. "What, did my rugged good looks make me seem older?"

"Well, no, I just, I don't know, I figured you were-"

"No, I know, I'm just messing with you." he rubbed the back of his head and grinned shyly.

"Oh, uh, I knew that." She giggled nervously. "Okay, next, since you're under age, who's your legal guardian?"

Peter considered it for a moment. As far as he knew, Tony and Pepper were still working through the adoption process. So were they legal guardians, yet, or was that still the state? "Uh, I guess… Tony and Pepper, I think."

The guy- Fitz- walked over with surgical gloves on and a syringe in his hand. "Okay, I just need a small blood sample-" he stopped when he looked up to see the terror flash across Peter's face.

Oh, God he hates needles. Keep it together, Peter. This isn't anything to worry about.

"Are you okay? You look like you saw a ghost." Fitz asked with concern.

"Oh, uh, I'm good, go ahead and do what you need to do." He put on a false grin, to which Fitz gave a skeptical look.

"...Alright, then. If you say so." he shook his head and continued, "Anyway, if you could roll up your sleeve?"

"Sure." Peter did as he was told. Simmons stopped in the middle of typing, and Fitz dropped his syringe. They simply stared at the faded scars on his arm, some from where the cuffs had cut into his wrists, others from too many needles stuck into the inside of his elbow, and a few others from the rest of the things Ock had tried. Peter had almost forgotten about them, having gotten used to seeing them every time he changed or took a shower.

"Oh, yeah." was all he could think to say.

"What  _happened_?" Simmons gasped. She reached out and gently took his arm into her hands, turning it to get a better look.

"Can we just- you know- get this over with." Peter muttered. He stared at his feet to avoid their gaze.

"But, this is recent!" Fitz blurted.

"I know."

Simmons studied the deepest scars on his wrist "Was it from some accident, or villain, or-"

"Please." Peter whispered darkly, he voice dropping dangerously, "Just drop it."

The two scientists exchanged a glance. Simmons let go of his arm, "O-of course. We'll just… hurry along, then."

"Okay." Peter kept his eyes on the floor, and his voice flat. He couldn't freak out. He had to ignore the memories trying to creep their way into his head again.

They took the blood sample as quickly as possible, then ran through a few more questions and standard procedures, like a reflex test and screening for DNA abnormalities.

"Um, Peter?" Fitz said hesitantly to the teen, who was just finishing with the questions from Simmons. "Are you aware that you have high levels of radiation in your bloodstream?"

He nodded, "Yeah, I know."

"Is this another one of those, 'Let's not talk about it.' things?" Fitz asked in defeat.

"Pretty much. Sorry."

"No, it's fine, it  _is_  your business, after all." Simmons assured him.

Fitz shut his case, "Well, I think that's everything, then. You done, Jemma?"

"Yeah, it's all good on my end." She turned to Peter, "Thank you so much, Peter, you've been wonderful."

He slid off of the table, "Yeah, this was a blast. Do you guys do parties?" he said sarcastically.

Fitz scoffed, "As if we've ever been to a party. But you have a good day, and we might do a follow up if we run into any problems with the samples."

"Alright, then."

The two walked out to the elevator, thankfully not getting stopped by any angry Avengers. Fitz turned to his friend as the doors closed behind them.

"You know who he reminds me of?"

"Sky, right?"

"Exactly!"

"God, wait 'till she hears about this! I mean, we can't tell her anything specific-"

"But just the fact that we  _met_  all of the greatest heroes on the planet will be enough to get her riled up!"

"My thoughts exactly!"

They high fived like the respected scientists they were.

* * *

That night, Tony was able to lean back in his recliner with a drink in hand and give a sigh of relief. Thank God  _that_  was over. He had to admit, Peter had handled the whole thing pretty well. Though he did find a suspiciously hand-shaped indent on the side of his table, but whatever.

He had gone straight to his room afterward, and everyone gave him his space. Tony just gave JARVIS orders to make sure he actually  _stayed_ in his room and didn't jump out the window again.

Now he could focus on other things. Like the deal with Oscorp, and a few of his ongoing experiments down in the lab. He wondered vaguely if Bruce and Peter would be willing to help him with his new idea for an implanted phone.

He glanced at the clock. It was almost midnight. "JARVIS, what's the kid been doing all this time?"

"He went to sleep at eight seventeen, sir." The A.I. replied.

"And?"

"He has woken up three times from the usual nightmares."

Tony sighed tiredly. Peter had asked him to stop coming to help every time he had a nightmare. Still, after today… "If he wakes up again, let me know, okay?"

After all, what are fathers for?

**Notes for the Chapter:**

> Thank you guys so much for all of the support, you make my life ^.^


	21. Loose Ends

"We're totally the luckiest people on Earth." Fitz grinned.

"I never noticed how short he was before. Of course, I never really saw him next to any other heroes, either." Jemma nodded to her partner. They were now back to their lab on the jet, comparing notes.

"Also, can we just take a second to appreciate how young he is? How old do you think he must have been when he got his powers?"

"He might have been a freshman!" Simmons said, excitedly, "Also, I'd have never guessed that  _Spiderman_  would have such a normal name! I mean, Peter? Come on!"

"Yeah, everything about this was just so... bizarre." Fitz pondered, "You know, I'm still wondering about those scars. What could have done that?"

"I don't know. But those ones on the inside of his elbow looked like puncture marks. I've been thinking about it… well, I think I have an idea."

"And what's that?"

"You know how the Avengers pulled us aside before we met him, and told us not to freak him out any worse? Do you think… do you think he got his powers from a lab? One like the people who did that centipede super soldier stuff? It would explain the marks on his wrists."

Fitz looked at her in surprise. "You think he's some kind of human experiment? Who would do that?"

"I don't know, but it makes sense! Think about it, wasn't he acting weird?"

"He  _did_  seem kinda shaken up when I… when I went to take a blood sample." as realization dawned on him, Jemma could see the dots connecting in his head.

" _Exactly._ " Simmons nodded, "Here's what I think happened. There was probably some illegal testing site that the Avengers went to to take down, and when they were there, they found him. So they brought him back to the tower to train him to use his powers and be an Avenger!"

Fitz shook his head, "I don't know, Jem. Isn't all that a little… I don't know, easy? If he lives with them, then where are his parents?"

"Hold on!" She scrolled through the data she had collected, "Here! I asked him who his legal guardians were and he said, 'Tony and Pepper, I think.'"

Leo rolled his eyes, "Wow, he sounds so sure about that."

"Oh, stop it. The point is, he considers Tony Stark to be his legal guardian. That would fit!"

"If all of that were true, it begs the question, who would do that? You saw the scars, and that was just one arm. What does the rest of him look like?"

"We could always schedule a follow up. After all, it wouldn't make sense to send in an incomplete report."

Fitz nodded, "That's a good point. And while we're there, we might be able to find out what happened. That is, if the Avengers don't bite our heads off for bothering him again."

Jemma bit her lip, "Fitz… you know how scientists are supposed to stay detached and just collect data? Not really get involved?"

"Yeah?"

"Is it bad that… that I kinda feel bad for him? I mean, he seemed so nice, and if we're right about what happened-"

"No, Jemma." Fitz reached over the table and squeezed her hand reassuringly, "It just means that you're a good person. Besides, it's not like we're doing anything out of our job description."

She smiled sadly, "You're right, I just-"

Sky chose that particular moment to walk in. "Hey, guys, Ward was just about to- oh. Am I… interrupting something?"

Fitz and Simmons pulled their hands apart hastily, blushing brightly as they stammered in unison, "No! I- we-"

"Whatever, you're gonna wanna see this! I put together vodka, cupcakes, and fire! Ward is gonna go first, are you guys in?"

* * *

"I'm just saying, definitions are the same whether you copy them from me or the book. It's literally the exact same amount of effort." Peter rolled his eyes as he handed Harry his homework.

"No, this way I don't have to look for them, they're right there." Harry said while getting to work on copying Peter's work.

"You're right, it's so hard to find words in a dictionary layout. If only they were easier to find, like in alphabetical order or something."

"Make fun if you want, but the fact is, I didn't even have to carry my textbook home. So we can see who's the real genius, here."

Peter went to kick him under the cafeteria table, but stopped when he saw a certain someone coming over. Harry, however, did not.

"What, no response, Pete? Are you finally at a loss fo-" he turned and saw exactly what had Peter on edge.

As Flash reached their table, all thoughts of definitions were forgotten.

"Uh, hey guys." Flash said somewhat awkwardly.

"Hey, Flash."

"What do you want this time, Flash? I already stole Peter's homework, if that's what you're looking for." Harry leered at him, despite not being much bigger than Peter.

"No, I- Look. I came over here to… to apologize, alright?" Flash's eyes flitted across the room, as though worried somebody might over hear him.

Harry's eyebrows shot up in surprise. "You?  _Apologize?_  What gives?"

"Harry-"

"No, Peter, I wanna know why this guy, who's made sure you've seen the inside of every locker in this school, all of a sudden has a conscience." Harry crossed his arms and leaned back in his seat, looking up at the jock expectantly. "Well? Go on."

"You know what? Forget it, man! It's honestly not even worth my time." He turned and walked away, leaving Harry and Peter to whatever nerd thing they were doing.

"You think you might have been a little harsh, Harry? I mean, he  _was_  apologizing."

Harry shook his head, "No, he doesn't get off that easy. He thinks he can do whatever he wants, because the teachers never call him out, and nobody ever messes with him. But if he thinks he can just waltz over here and say 'sorry', and that just makes it all okay, then he's got another thing coming!"

"Whatever, man, are you gonna copy my work, or are you done?" Peter sighed, knowing there was no changing Harry's mind.

"Just give me a sec, I'm almost there." Harry returned to furiously cheating, while Peter just shook his head and brought out his phone. He could worry about Flash later.

* * *

This was it. All of the research, all of the work, all of the hours had been worth it for this. Otto raised the syringe carefully to his arm. This was what it had all been for.

Before he could have any more second thoughts, he plunged it into this vein, pressing down on the top, hissing in a short breath as he felt the cold liquid enter his bloodstream.

The atom had given him a glimpse of true power during the beautiful 'accident'. In fact, it was like seeing God. But wasn't it? The atom has been around since the very beginning of time, and will endure long after this civilization burns and is swept away by the centuries.

And it had chosen him.

He began to shake, the serum taking hold of his muscles and mind. He wanted to hide, and run, and puke, and scream, and sing all at once. It was spreading. God, it was still so cold. Why was it so cold?

Beads of sweat flecked his upper lip. Mother, is that you? Oh, I have so much to tell you, so much to share with you. You and the rest of humanity.

Was he falling? Or flying?

Everything was burning. And freezing. So, so cold. Where was he? Who was he?

What was he?

A new creation? Smart? Lost? Alone? Dying?

No. All of those?

Falling, flying, drowning, sinking, spinning, spinning, spinning, spinning, spinning...

Darkness pressed upon him, shattered glass filling his vision. Then there was nothing but white. Nothing but white, and the burning freezing pain. That was all he could see, all he could feel. It was all he was. Nothing but blind pain.

Mother, you'll see. You  _chose_  me. You made me.

I won't let you down.

* * *

Peter looked across the city. His city. His home. It's funny, no matter how many times he looked down on it, it always took his breath away.

On top of Stark tower was the perfect place to think. Nobody ever really went up there but him and Clint, and he hadn't seen the bird brain in a few days. So it was just him and his thoughts, a few stories up but a million miles away.

So much had happened lately, it was nice to have time to get his thoughts together. He ran through a mental checklist. SHIELD knew his identity. Check. Tony had said it was okay to go on patrol, so long as he told somebody before he went out. Check. Those SHEILD scientists had come… moving on.

As almost a reflex he rolled up his sleeve a bit and stared at the scars underneath. He had been doing it ever since the scientists' visit. He knew they wouldn't last forever, just as the claw marks across his chest had disappeared after a few months. Still, he had to be careful to not wear short sleeves or take off his shirt where the others might see. As far as they knew, he was all better. Nothing to worry about.

The only one who really knew the true extent of the damage in the first place was Bruce. He had been the one to change bandages, and stitch up the worst of the openings. But he knew he could trust him not to say anything.

It was only the beginning of February, anyway, so it wasn't like he would be dressing for warm weather.

So that left the whole 'SHIELD knows who you are' thing. Honestly, he was a lot less worried about his identity staying secret now that he didn't have any family to protect. The closest thing he had was the Avengers, and even that was different than what he had with Aunt May.

He liked Tony and Pepper. He was endlessly grateful for all that they had done for him. Still, he couldn't block out that little whisper, in the back of his mind…  _freak._

He shook his head. Enough thinking. It never did him any good, anyway.

He stood and plugged his earbuds in under his mask. He flicked through his music for a few minutes before settling on a song and stepping back, then leapt into the evening air.

_Back to the street where we began._

He knew what he was. He knew that the others were a family to him, but doubted that they would ever feel the same way. He was just a pity case to them. Poor Peter Parker, no parents, always getting picked on by bullies and villains. Too easily attached to people to keep them safe.

_It's just the end of the world._

Poor little Peter, an orphan, a charity case, a nerd, not a son, not even human.

He gritted his teeth, shooting off a web.

' _Cause it's nine in the afternoon_

Poor little freak.

* * *

Between owning a company, running experiments, inventing new tech, and being an Avenger, Tony really had better thing to do than go to meetings. Now, when those meetings were about the next baddie the Avengers were going to take down, he didn't mind so much.

But come on.

"So you're telling me you called us all in here to tell us that there's no problem?" Tony asked unhappily.

Natasha rolled her eyes, "No, I'm saying there's no trouble. Which is a problem."

"I'm sorry." Bruce chimed in, "But can you go over that again?"

She huffed, then explained, "Look, at any given time, we're tracking down leads to potential criminal activity, terrorist organizations, undercover plots and the like. The whole system is just a network of leads. The people we keep an eye on are like birds, leading us back to their nests. Well, in the past week or so, pretty much every lead has gone cold."

"So, you're saying that there's less criminal activity?" Steve's brows furrowed in confusion.

Natasha nodded, "Which would be great if it wasn't so sudden. But all of a sudden, all of the chatter has gone quiet, and anyone we were trailing has either left the city or disappeared completely. So why would all of our birds take cover?"

"Are we talking real birds or-?" Clint started only to be interrupted by Bruce.

"A storm." He answered thoughtfully. "So you think there's something coming, and only they know about it?"

"That would explain it."

"So if that's the case, what are they hiding from?" Steve wondered.

"That's what we need to find out." Natasha stated solemnly.

"Well, then." Tony rose from his seat, headed for his labs, "Let's get on it. Bruce, care to join me?"

"Alright." He turned to the others, "And what about you guys?"

Natasha smiled. It was cold, and in no way friendly. "These guys are hiding in their nests? Then we're gonna shake some branches."

* * *

"Peter! Peter, get up."

Peter jolted awake as he heard somebody yelling at him. "Wha-?"

Oh, shit. Not again.

He looked up at his U.S. Government teacher, Ms. Eagan. She had her hands on her hips, and a stern look of disapproval on her face. "Again, Mr. Parker?"

"I-I'm so sorry!" Peter stammered, "I didn't mean to-"

"Do I even need to clarify that you have detention?" She sighed.

"No, ma'am." he groaned in response.

"Alright then, Peter. Now, go on, or you're going to be late for your next class." with that, she left him in the empty classroom, where he frantically shoved all of his things into his bag.

Man, he was gonna be late for gym! Again. He had already missed, skipped, and been late for gym too many times this semester. Last time, he had run in fifteen minutes after the bell (Really, there was a robbery across the street! Cut him some slack!) so the coach kindly warned him that if he was late again, he was going to lose his 4.0 GPA.

It was fine. This was fine. Even though the gym was all the way across the school, Peter had good ole' enhanced speed on his side. He just had to book it…

"Parker!" the coach called out as he reached his name on the attendance sheet. "Peter Parker? Alright, then-"

He burst through the door, not a second to spare. "Here! I'm here, coach!"

The man rolled his eyes, "You need to get here sooner, hear me, Parker? Go get changed  _quickly._  Kids these days, no work ethic… Laina!"

Relieved, Peter rushed to the locker room. Sure, coach Stanton was upset, but he wouldn't be getting points deducted today! He probably would have stopped to catch his breath and revel in that if not for the fact that he was already supposed to be dressed.

God, Peter hated gym. Before the spider bite, it was because he was weak, slow, and just unathletic in general. However, after the bite, it became a matter of pretending he was still weak and slow. It was almost worse than being those things for real.

He sighed as he pulled off his shirt. Yeah, it was Tuesday. Dodgeball.  _Great._

Suddenly, he heard a voice behind him. "Holy shit!"

He froze. Oh, God. He had thought the locker room was empty, so he hadn't even bothered to change in a stall. Which meant he was totally visible…

"Is that you, Parker?"

He looked up slowly to see, of course, three other boys staring at him next to a row of lockers. They must have been planning on skipping class by hiding behind them.

"Oh my God, that  _is_  Parker!" the tallest of the three said, dumbfounded.

"What happened to you, man?" said another. He was the shortest, but still taller than Peter. He vaguely remembered that they were on the football team.

"Uh, hey, guys." Peter said, trying to keep from looking too nervous. Still, his eyes flitted around the room, trying to find the quickest way out. Just his luck, they were right in his way. And he had thrown his shirt and bag onto the bench between them.

"Are you in a gang or something?" the third, a blond guy who was  _stacked_  asked.

"Yeah, is that from some initiation for a gang?" the first mimicked.

"Look, I'm already late, so I'm just gonna go-" he made to grab his bag, but was beaten to it by the tall one. He snatched it up, then tossed it to the blond.

"Come on, Parker, just tell us what happened!" the short one sneered.

Great. Just great. He was cornered, vulnerable, and unable to defend himself without letting them onto who he was. Why couldn't they just leave him alone?

"Guys, please, just drop it." Peter said quietly, actually starting to get scared.

"No, tell us what the deal is. Then we'll leave you alone! We're just curious, that's all." Blondy took a step forward, and Peter responded by taking a step back.

"J-just stop! Give me my clothes, guys, seriously-"

"Or what? What's the deal with you, Parker?" they moved closer, looming over Peter. He tried to back up further, but he found that he was cornered. Nowhere to go.

"Yeah, why can't you tell us? You got some nerve-"

"Guys, seriously, I need to get to class!" Peter pleaded.

"You know what? You're right." The short one said thoughtfully. He turned to his two friends, "What do you say we help Parker here get to class? I'm sure they'd like to see this too."

To Peter's horror, they smiled at that. "Man, you're so right! Come on, Parker, we wouldn't want you to be any later!"

"No, stop-!" He pressed himself into the corner as they pressed in, grabbing for his arms. They dragged him from the spot, pulling him toward the door leading out to the gym.

Oh, God. What was more important to hide, his scars or his powers? Oh, God, they were almost there…

He didn't even think as he pressed his toes into the tile, knowing they would stick. Needless to say, the three boys weren't prepared for that, and two of them ended up losing their grip on him. The third, the blond, looked at the others is confusion. "What's the matter with you two? He's not even heavy! Come on-"

Peter jerked out of his hands and staggered backwards. He had to get away from them, had to get covered. He might have to fight.

"Oh, so you think you're a tough guy, huh?" the tall one sneered. They moved in close again, and Peter would have had to fight his way out if not for-

"What the Hell do you guys think you're doing?"

The three whirled around to see none other than Flash behind them, his arms crossed and his eyes glinting angrily.

"Oh, Flash!" the short one smiled at his teammate, "Take a look at Parker! We were just gonna show the nerd who's boss."

Peter wished he had something, anything to cover himself with. Flash peered at him, and there was nothing for Peter to do but hug himself tightly, hoping maybe it would help cover some of the scars.

Just for a moment, a look of shock crossed Flash's face. Then, the anger returned. "Are you seriously gonna let everyone see him like that?"

The three blinked in surprise. "Why not? I thought you hated Parker?"

"Exactly." Flash crossed his arms. "Where the fuck do you think those scars are from?"

One by one, they realized what he was saying. The blond one scratched his head, "Geez, Flash, we didn't think-"

"Do you idiots want me kicked off the team? Because if the coach sees him like that, that's what'll happen!"

"If he had just told us-"

"Get out." Flash said coldly. "And if anybody starts talking about this, I'll know exactly who started it, you got that?"

"Uh, right-"

"Sorry, man, wasn't thinking-"

"Didn't mean anything-"

Like cockroaches in the light, they scurried out, leaving just Flash and Peter. Neither knew what to say, exactly. Peter just stood there, gazing at the floor, feeling as naked and vulnerable as he had in that bunker. Flash, in turn, simply stared at him, taking in each scar that was littered across Peter's upper body.

"I- uh, I'm late for class." Peter said hollowly. He may have had super powers, and been the strongest in the room. But he was so small compared Flash, and he couldn't stop shaking…

"Peter, I'm so sorry. You never deserved it, any of it. I- I just- man, you gotta believe me, I regret it all so much..." Flash admitted, his voice cracking with remorse.

"I know, Flash." Peter wasn't cornered anymore, he was free to leave. Yet, for some reason, he couldn't seem to move.

"Are you okay? Those guys are huge assholes."

"I- I'm fine. I just need my clothes-"

Flash looked around a bit, before his eyes landed on Peter's bag, half-under a bench. He picked it up, and brought it to the smaller boy. Peter took it gratefully, and finally got his shirt on.

"Um, I'm not… really who gave you those, right?" Flash looked scared of the answer.

Peter sighed, "No, you never really hurt me that bad, Flash. This is from- from something else."

Flash nodded, "I get it. You don't need to tell me. And, if it's any consolation, I'll make sure those guys don't go spreading rumors and stuff."

"Thanks, Flash. Really." Peter gave him a small smile. "And if it's any consolation… I think we're even."

Flash smiled back, relieved. "Come on, coach is gonna notice that we're not out there, soon."

"Alright."

They walked out to join their class, side by side.

Sometimes, beasts can need forgiveness. And a freak can need to forgive. The ability to do that just makes us all a little more human.

* * *

Norman Osborn leaned back in his chair and looked over the New York City skyline. It's funny, even after all these years, it still gave him a sense of accomplishment.

A voice came from the phone lying on his desk. "Sir, it was successful. For a moment, we thought he might not pull through, but it worked!"

Osborn smiled wickedly. "Good. And the serum?"

"It's being prepared as we speak. Sir, I think you're gonna like this!"

Norman gazed out over the city. His city. His playground.

"Oh, I'm sure you're right."


	22. A Different Kind of Son

Peter went to Oscorp after school to help Harry study so that they could actually, you know, graduate at the same time. Honestly, though, Peter should have been a sophomore, and he was keeping up just fine with the rest of his classmates. Surely Harry could manage passing his actual senior year.

Luckily, he had agreed to a regular study session, so it looked like he may actually manage to pull it off.

They met a few times a week in Harry's penthouse apartment. There had been a time when Peter was really impressed with the grandness of Harry's house, but he supposed that living in Stark tower may have worked to suspend his wonder. Now, it was just an apartment, which annoyed Harry to no end. He had enjoyed Peter's amazement.

"Okay, and if you carry the denominator, you get…?"

"Uh…" Harry stared down at his paper in concentration, "5.67."

"Har, the question was how many minutes would it take to fly from New York to San Francisco."

"Wow, that's fast!" Harry grinned, "You wanna take a quick trip to San Francisco? It'll only take a few minutes. Apparently."

"Okay, let's look at this again." Peter sighed.

"You know, that was closer than last time. I mean, I actually got an answer." Harry leaned back in his chair, grinning. Peter couldn't help but smile too, as he checked over Harry's calculations. He was right, of course. He really  _had_  improved.

"Well, then it won't be long until you're getting the  _right_  answers." Peter nodded without looking up.

"We can only hope so, mister Parker." Peter tore his gaze from the papers to see Harry's dad, Norman Osborn walk into the room.

"Oh, hello, sir." Peter greeted politely. His spider sense started to buzz ever so lightly.

"Hello Peter." Norman nodded curtly, "I see you're still helping my son with his homework. I must say, I can't thank you enough for that." he turned to Harry, "Don't think I haven't noticed your recent raised grades, boy."

From somebody else, it might have been a compliment. But the way Norman said it, it was almost demeaning.

"Uh, okay." Harry muttered, looking down at his feet.

Norman patted his pockets, as if looking for something. "Oh, shoot, I think I left my phone upstairs… Harry, would you go get it for me?"

Harry groaned, "Why do  _I_  have to get  _your_  phone?"

A shadow crossed the man's face. "Don't take that tone with me, boy. Do as you're told."

Muttering, Harry rose and left the room. Peter wasn't really sure what to do, so he brought out his own homework to work on. He certainly wasn't expecting Norman to come over and sit down in Harry's spot.

"You know, it amazes me that you're so dedicated to your studies." Norman peered toward where his son had gone. "I wish Harry had half of your work ethic. Not to mention-"

"I appreciate it, sir, really. But Harry's been really improving." Peter wasn't sure why Norman was saying all this. After all, Harry was his son.

"I understand that. You… You're a good young man, Peter. It's strange, sometimes, you're like the son I never had. We're not so different, you know." Norman was staring off into the distance, absentmindedly rubbing his chin. Okay, Peter was officially getting uncomfortable.

"Um, sure… I'm sorry, I just remembered, I have a… thing. My- my dad'll start to worry if I'm late-"

Norman leaned forward and rested his elbows on his knees, cocking an eyebrow at Peter. "Dad? I thought you said your parents were… you know."

"Oh." Peter bit his lip. He didn't know what made him feel stupider, the fact that he had just claimed Tony was his dad, or that he hadn't considered that Norman wasn't aware of any of his complicated family life. Wait, had he just done the equivalent of ' _I have a boyfriend_ '? With dads? Okay,  _that_  was the most embarrassing part.

"I, uh, well, after May died… well, a lot of stuff happened, but I'm getting adopted, so yeah. And like I said, Ton-... my dad will worry if I don't get home soon-"

"Of course, I understand, Peter." Norman nodded and rose from his/Harry's seat. "Would you like a ride? I wouldn't want you to be late-"

"No! I mean, no, that's fine. It's not far." Peter bit his lip. Where was Harry?

"Really? Because it's no trouble-"

"Honestly, I prefer to walk, anyway-"

Norman narrowed his eyes. "Do you really? I figured you for more of a-"

"Dad, I couldn't find it. Are you sure you didn't leave it somewhere else?" Oh, thank God. Peter could have hugged Harry right then. Peter shoved the rest of his papers and books into his bag and slung it over his shoulder.

"I gotta go, Harry. See you at school tomorrow?" Peter asked as he headed for the elevator.

"Uh, sure." Harry looked confused. And why shouldn't he? But Peter had a bad feeling in the pit of his skull that was urging him to get the heck outta there, so he had no intention of staying any longer. He'd fill him in later.

"Goodbye, Peter. Feel free to swing by whenever." Norman smiled in a way that could probably keep ice cream at a safe temperature. Peter could actually feel the hairs on his arms raise. The elevator doors closed, cutting him off from the man.

Yet, that strange feeling of dread remained.

* * *

Peter got home around six, just in time for dinner. He figured he could head out for patrol right after. No problem.

He stepped off of the elevator on the main Avengers floor, and was pleasantly surprised by a lack of fire and chaos. Instead, Steve was the only one in the kitchen, while Bruce sat at the counter, tiredly staring down at a file full of papers. It was clear he wasn't really focusing as his eyes bore down in the same spot for too long.

That left the others to sit around on the long couches in the living room. Tony was stretched out on the loveseat with Pepper, who had decided he would make an excellent pillow. Clint was taking up several seats as he dozed, leaving Nat to curl up on the far end against the armrest. Nobody spoke. The only sounds were Clint's light snoring and the occasional clank from the kitchen.

Peter plopped down on a recliner next to Natasha, not wanting to wake up Clint. He didn't know what it was, but they must have had a good reason to be so tired.

Nat raised her head from where it had been rested on her knees, her hair falling in every direction and making her look like a red mop. "Hey, Peter. How was school?" she asked softy.

He smiled at her, "Oh, it was interesting and enlightening in every way. I feel that it was a valuable use of my time and has certainly helped to better me as a person." He said it with as much sarcasm as possible, while still keeping his voice down.

She rolled her eyes. "You really are a mini Tony, you know that?"

"God, I hope not!" He scoffed playfully.

"Hey, I can hear you, you know." Tony said.

"Oh, I didn't realize you had your hearing aids in." Peter grinned as Pepper snorted at that.

Tony scoffed, "I'm not  _that_  old. That's Steve's job."

"Ooh, you gonna take that, Cap?" Pepper called into the kitchen. Steve walked up behind the couch, drying his hands and shaking his head.

"As much as I would love to point out that Tony is technically older than me, Dinner's ready. Who wants the honor?" He smirked, nodding toward Clint.

"I got it!" Tony jumped up and made his way to the spy. He leaned over him, then took a deep breath. Peter smiled like an idiot. This was gonna be hilarious.

Right as Tony prepared to scream into his ear, Clint's arm shot up and his hand wrapped around Tony's neck. It was so sudden, nobody even knew how to react. He pulled the billionaire close and growled, "Nice try, twat."

"Let go, let go!" Tony breathed in a panic. Peter couldn't help himself. He laughed.

Clint did let go, and Tony stumbled backwards, rubbing his neck. "Not cool, man!"

"You're the one who was gonna yell in my ear. You were asking for it." Clint rose from the couch, arching his back as he stretched.

"How did you even know? You were asleep!" Tony crossed his arms in a pout.

Clint shrugged, heading for the kitchen, "If you went through SHIELD academy, you'd be able to do it too. They train you to never be vulnerable, not even when you're asleep."

Peter was impressed, "So you went to an actual spy school? That sounds awesome!"

Clint punched him in the arm. "Not that  _you_  need it, huh, webs? You got that thing that would warn you if a jackass tries to mess with you when you're sleeping."

"Well, yeah, but spy school still sounds cool. Did they teach you to sleep with your eyes open, too? 'Cause I always wanted to try that..."

They made plates. Tonight it was tacos, and in Peter's opinion, Steve made the best ones. Who'd have thought that the legendary super soldier was such a great cook?

Peter put together six heaping tacos to start. One of the best things about his secret being out was the fact that he could now eat enough to keep up with his metabolism without anyone questioning it. Of course, Peter still remembered the first time Tony had learned of it.

* * *

It was about two weeks after getting back to the tower, and they were sitting down to dinner, just Tony, Pepper, and him. They'd been trying to do that a few times a week, just as a family. It was a little weird at first, but not in a bad way.

Tony'd made a lasagna, so it was basically a frozen one that he'd stuck into the oven. But still, he tried.

Both Tony and Pepper had opted for a single slice of it and a salad to the side. After his third slice, Peter had to force himself to stop. He didn't want to seem like a pig, and between the month of homelessness and all of the other meals he'd had to cut short, he was used to it. Even when May was still alive, he never ate enough.

So he just ignored his annoyed stomach and shoved his hands between his thighs. Maybe he would sneak something later.

Tony seemed to notice Peter's discomfort, and spoke up, "What's the deal, Pete?"

"Oh, uh, nothing I was just… zoned out, I guess." Peter said sheepishly.

Tony nodded thoughtfully, "Okay, I got a question. Are there any, you know, side effects? To what you do?"

That caught Peter off guard. Where had this come from? "Um, a few, I guess. Why?"

"It's just that Steve has kinda similar strength and stuff, and I know he has a, like, insane metabolism. He can't even get drunk. Neither can Thor, for that matter. Or Bruce, really… Damn, Pepper, I have no drinking buddies."

She rolled her eyes, "You have Rhodey."

"True." he smiled, then turned back to Peter, "So I guess my point is, do you not have that? Because I'd think you would, but I've never seen you eat that much more than anybody else. Well, except that one time with the pizzas…"

"Uh, well, I do have a really fast metabolism, but, you know, it's not a big deal." Peter ran a hand through his hair, staring at a scratch in the table. He remembered doing that.

"What does that mean, ' _it's not a big deal'_? Do you have a fast metabolism or not?" Tony asked impatiently.

"Well, yeah." Peter found a second scratch. Wow! Could this day get any more exciting?

"So why do you never eat any more than normal? For a teenager, anyway." Pepper's brows furrowed in confusion.

Peter shifted uncomfortably in his seat, "Well, it would be a little suspicious, wouldn't it? If I did eat as much as Steve…"

Silence fell for a moment as they realized what he was saying. He had been going hungry just to keep his stupid secret.

Making up his mind, Tony reached across the table, "C'mon, give me your plate."

Without even thinking, Peter did as he was asked. Tony silently added another two slices to the plate, then handed it back to him.

"Uh, thanks." Peter said slowly, still slightly confused.

"You continue to impress me all of the time with your complete lack of self-preservation, Peter." He sighed, as if he wasn't even surprised at this point. He turned to Pepper, "Okay, tell me, did Pym ever explicitly  _say_  that there was no deal, or-"

And that was it. No lecture, no anger. Just extra food. Peter took a moment to take this in, then smiled, and tucked into his now-filled plate. At least Tony seemed to understand.

* * *

Ever since then, it was clear that nobody was gonna judge him for eating more. It was nice, and, well, it made him feel slightly more accepted. It was stupid, because they were just taking his powers into account, nothing else. But he couldn't help but feel warm at the thought of it.

He had been so worried that they would treat him differently after they found out. In a way they did. But after they got used to it, and what he could do, they just moved on. Now, they had changed some things, like the pranks they pulled, and the names they gave him. 'Web-head' and 'bug boy' were common.

But other than that, they didn't really change. He was still Peter just… with some stuff added on. In turn, he no longer had to pretend to fall for pranks and act like he was too weak to help lift heavy machinery down in the lab. He could finally be himself.

There were only a few times that he had seen anything but understanding, and he supposed it could be worse. He could deal with the occasional strange look or embarrassed question. He even managed to shrug off the whole 'freak' thing. It totally didn't bother him that Tony didn't consider him human. It was fine. Just fine.

He snapped to attention as he caught a nacho headed straight for his face. He gazed around the table to see who had thrown it until he saw Tony looking at him expectantly.

"Well,  _somebody w_ asn't paying attention." he rolled his eyes at the teen.

"Sorry, did you say something?" Peter asked, throwing the chip back at Tony, who was, unfortunately, not as fast.

"I  _said_ , where were you after school, today?"

"Oh, I was studying with Harry at his place." Peter shrugged and took a bite from his third taco.

"Harry who?" Pepper asked casually.

He didn't even look up as he answered, "Osborn."

However, he did look up when he heard a clatter across the table, only to see that Tony had dropped his food all over himself and was staring at Peter.

"Wait, you mean,  _Oscorp_  Harry Osborn. As in, son of Norman Osborn, set to take over the company?  _That_  Harry?" he asked incredulously.

Oh, right. Stark and Oscorp had some sort of beef or something. "Uh, I guess."

" _How_?" Tony spluttered, "How is it that you just happen to know pretty much every influential person in New York?  _How does that even happen_?"

"Uh, I'm pretty sure Harry isn't that influential." Peter rolled his eyes, "The dude doesn't even know basic chemistry. Hence, the studying."

Tony just sighed and started cleaning himself up, "I'm not even surprised at this point. I wouldn't question it if you'd met Daredevil, or if you were somehow descended from spiders, or if you had four extra arms. Seriously, I'm so past done, literally nothing you say could ever surprise me again."

Peter laughed along with the others. Bruce grinned at his friend, "Sorry Tony, but I'm actually descended from royalty. My long lost father from the moon has recently contacted me, and I need to go back to space to claim my throne."

Steve chuckled, "And I didn't really get my strength from a serum. I was born a mutant, and it just took seventeen years for me to find out what I was. I pretty much raised Hell with my mutant powers until a frost giant stopped me."

"I am, in fact, the spider that gave Peter his powers." Natasha added, then turned to Peter, "You're welcome."

"You see, the real problem here is, I can't tell if you're all kidding or if it's all true. I mean, it's not too unbelievable, when you consider every other stupid thing that happens on a daily basis!" Tony said in exasperation.

"You'll never know." Clint grinned cheesily.

"Whatever." Tony rolled his eyes once more, and scrubbed a bit at the guacamole on his shirt.

* * *

As soon as dinner was over, Peter made to change into his costume and go on patrol. He jumped the couch and said in a rush, "I'm going out later guys-"

As he sped past Tony, he reached out and grabbed Peter by the back of the shirt, causing him to stop with a small yelp.

"Woah there, webs. Not so fast." Tony said.

"Come on, Tony! It's already dark, you know that's when there's the most crime!" Peter protested.

Tony rolled his eyes, "Haven't you been going out all week? You need to take a break."

"No I don't." Peter shook his head, "I haven't even been staying out all that late, so I'm really good to go."

Tony gave him a skeptical look. "Hold that thought. Hey JARVIS?"

Peter's stomach dropped. Great.

"Yes, master Stark?"

"How much sleep did the eight-legged wonder here get last night?" he crossed his arms as he awaited the answer.

"Three hours, sir."

"I think this counts as invasion of privacy!" Peter scoffed.

Tony ignored him, "And the night before?"

"Two hours and twenty three minutes, sir."

"And the-"

"Okay, okay!" Peter cut him off, "So maybe I've stayed out a  _little_  late, but-"

"Nope. Sorry, kid, but you're staying in tonight." Tony said with a finality that let Peter know there was no point in arguing. "Besides, we're having another movie night, and it'll be more fun if you're here to make fun of."

"Fine." Peter sighed in defeat, "I guess I don't really have any choice."

Tony clapped him on the shoulder, "That's the spirit! Come on, we've got lots of popcorn to make!"

* * *

Tony supposed he should have seen this coming. Halfway into the movie,  _Ghostbusters,_ Peter had fallen fast asleep. Of course, that was kinda the point. He really had needed the break, and, more importantly, so did the team.

Lately they had all been taking on more than usual because of him. They could never tell him, because he would get all pissy and defensive, but they'd been shadowing him on his patrols in shifts of two at any one time.

It was just to make sure Otto didn't try anything, and to be there in case Peter got into a situation too dangerous to get out of. Of course, they wouldn't step in unless they absolutely had to. Because, you know, nobody wanted a pissy Peter.

On the occasions where Tony had taken a turn watching over the kid's patrols, he had noticed two things.

One: It was really hard to follow him without him noticing. Not only was the Iron Man suit loud, but Peter also had those stupid senses that tipped him off. He had had a few close calls where Peter unexpectedly snapped to attention and looked around, like he was looking for something. Tony had just barely managed to duck out of sight each time.

That left number two: Damn, that kid was fast. In everything, actually, from how he talked to how he swung around the city, to the way he fought. At times, Tony could only make out a blue and red blur as he took out a whole group of thugs. Then he would scurry up a building and move on into the night. Tony might have been more impressed if it wasn't so hard to keep up with the little bastard.

So between their own work in trying to work out what was coming, and Peter's patrols, and their daily lives, most of the Avengers were pretty exhausted. Tony hadn't really wanted to stop Peter from going out, but he wasn't as young as he once was.

Besides, it was pretty obvious from the snoring on the couch next to him that Peter had needed to rest, too.

That was his problem. He never worried about taking care of himself until he literally collapsed of exhaustion or hunger or whatever else he had been ignoring. Tony rolled his eyes to himself.

Peter was actually pretty dorky when he was asleep. At the moment, he was curled up with his knees to his chest, and a blanket wrapped around him tightly, leaving only his head exposed. He had even changed into his Spiderman pajamas before the movies had started, because he was really just that tacky. Whatever, the kid could wear pants with his mask on them if he wanted, Tony supposed.

Peter's head was lolled to the side, and his mouth was wide open. Tony snickered and dropped a piece of popcorn into it, like the mature adult he was.

"Tony, leave him alone." Pepper sighed.

Clint turned to see what she meant, then smiled at the sight of the sleeping teen, "Man, it's about time! I thought he'd never fall asleep. I miss the good old days when I could stay up all night every night and still function the next day."

Natasha shook her head, "Clint, you  _still_  can't function, even with enough sleep."

"Whatever." he huffed.

All was well for the rest of the movie, and even Tony felt himself struggling to keep his eyes open. As the end credits rolled, everyone stood and got ready to leave and go to bed. Well, all except Peter. Tony looked over at him again, noticing a slight twitching in his facial expression.

Aw, he was so cute when he was dreaming.

"Hey, Steve, you're strong." Tony said to the soldier, who gave him a look that said, ' _Well, duh._ '. "You mind taking sleeping beauty to bed?"

"No problem." Steve nodded. He crossed the room to pick up Peter, trying to be gentle as not to wake him.

As soon as his hand made contact with him, all Hell broke loose.

Peter's eyes snapped open, and he cried out in a panic. He lashed out blindly, almost kicking Tony and punching Steve in the stomach. The latter went flying across the room from the impact, landing painfully against a glass side table and smashing it. Peter fell into a crouching position on the floor, and he whirled his head around, as though he was confused as to where he was.

Clint and Natasha had taken defensive stances, a result of years of training. Bruce was crouched behind one of the couches, a result of years of avoiding the other guy. Steve, of course was in a daze. Tony stood back, in front of Pepper, but he put out his hands peacefully, and spoke softly, "Hey, Peter? Calm down, buddy, you were just dreaming."

He hadn't just been dreaming.

His breathing was quick and shallow, and his eyes were wide, but he blinked a few times at Tony's voice, and seemed to come to his senses. He looked around, as though seeing the room for the first time. Then his eyes landed on Steve, who was just starting to get up.

"Oh, God, I- I'm so sorry!" he stammered. He started toward Steve on his knees, maybe to help him up, or to see if he was okay, but was blocked off by Nat and Clint.

"That's enough, kid." Clint said gruffly. Natasha stayed silent.

Steve got shakily to his feet, "Guys, I'm  _fine_. Peter, it's fine."

Peter stared in shock, a haunted look in his eyes. He simply let himself rock back wards off of his knees to his bottom, and drew his knees back to his chest. He put his hands on his head, and said shakily, "I'm so, so sorry. I- I didn't mean to, I didn't know. I-I didn't-"

Tony stepped forward and laid a hand on the kid's shoulder, "We know, kid. Bad dream?"

Peter didn't raise his gaze, but nodded. Tony sighed.

"Come on, Pete, sit on the couch. We need you tell us what exactly you were freaking out about." He gently guided the shell shocked teen to his feet, then to the couch, where he curled into the same position.

Nobody said anything, but they all sat back down in their seats. Sleep could wait.

"Come on, kid, nobody is gonna judge you. Just tell us what happened." Tony said softly.

After a short silence, Peter opened his mouth and spoke, "Um. I, uh, I was back… in that place. And, um…"

Peter bit his lip, and Tony reached out and put arm around his shoulders, "Take your time."

"Well… I, uh, never told you guys but… he- he was running tests. And I couldn't even… he had these, like, special cuffs… he- it was so  _bad_ , Tony." Peter's voice was cracking, and Tony could feel him shaking.

"Hey, hey, it's over, okay? You're not there, anymore." Tony murmured.

Peter squeezed his eyes shut, "He wouldn't stop. I- I tried so  _hard_  to get him to stop, but he wouldn't. And, and he just… sometimes he laughed."

Peter fell silent once more. Nobody dared to speak. This was the most he had ever said about what had happened.

"It really, really hurt." Peter whispered. He looked sick.

"What… what was he doing, Peter?" Bruce asked gently.

Peter looked at the man for a moment, then let his gaze fall back to his knees. "He wanted to see how it worked. My… my healing factor. He wanted one, too. B-but it  _hurt_ …"

The atmosphere was heavy with what he was saying. Tony wanted to punch something.

"I-I'm really sorry." Peter breathed. "I, uh, I'm going to bed." He rose to his feet in a daze, and headed for the elevator.

"Goodnight, Peter."

"Night, kid."

"Night."

"Goodnight, Bug boy."

"G'night."

Peter left without another word.

Tony looked around the room. The others looked as upset as him.

"Well, I don't know about you guys, but I need somebody to hit. You coming?"

The general consensus was "Yes."

It was shaping up to be another one of those long nights.


	23. Before the Storm

It's funny. He seems so… ordinary. He's good. Norman smiled to himself. Very good. If only he knew what he knows now. Would he have joined them? Would he have made a better choice?

It's fine. Everybody gets a second chance. A shot at redemption. He could only hope it wouldn't go to waste.

What he had said was true. Peter was like a son to him. Perhaps more so than even Harry. He just had to make him see, to make him understand.

Then they could finally take their place at the top. Just as nature had intended.

As for Tony Stark… well, he would soon find just what happens when you let spiders into your home. 

* * *

"You know, I love the look. Going on a trip up to the mountains? I know that you're excited to go skiing, but I'm afraid you're just a little early with the mask, there." Peter mocked the man he was currently stopping from knocking over a small convenience store.

"Now, now, I know what you're thinking, and you're right,  _I'm_  not exactly in any place to question masks." He shot out a web and pulled away the man's knife. "But you have to admit, it just goes with my outfit!"

Instead of agreeing, or making any attempt to defend his fashion sense, the guy started to run. Aside from being incredibly stupid, it was a pretty rude move.

Peter went after him, running along a wall and jumping over him to block his path.

"You're single aren't you? That would explain how you managed to leave the house looking like that." He shot another web at the man, knocking him backwards against a wall.

"Don't get me wrong, there's nothing wrong with not being in a relationship! But you could ask  _somebody_  what they think of your clothes." It wasn't long before the man was safely secured to the wall with extra webs. "You know what, though? I can respect your individuality. I'm sorry for judging your look, man. It's perfectly fine to dress in clothes that make you more comfortable. Good for you!" With a final shot, Peter was satisfied with his work, and sure the man wouldn't be going anywhere. He reached into masky's pocket and dialed 911, then returned it to him.

"Well, as nice as this has been, I gotta run. But if you ever need more fashion tips or advice, feel free to ask!" Peter leapt up onto another wall and scurried to the roof and away from the criminal. Just easy pickings, really.

Honestly, he hadn't been seeing much crime lately. It was like all of the usual robbers and idiots were taking a break at once. Did they have weekend getaways? That sounded nice.

Yet, even with the recent drop in activity, Peter couldn't shake the constant warnings from his spider sense. It was similar to the times he had noticed he was being followed by SHIELD agents, or by those robots. Except, it was… different. Like, not so urgent, just a heads up. But to  _what_?

For what must have been the tenth time that night, he stopped on a building and scanned the area around himself. He could hear a couple arguing in a nearby apartment. There were cars honking below. Wind rushed by him, howling in his ears and chilling his whole body. But aside from those sort of things, there was nothing to be seen or heard.

Huffing in frustration, Peter pushed off and shot another web. Well, this sucked. It was somebody following him, it just had to be, but whY COULDN'T HE SEE THEM? You know what? He was done, so done with his stupid spider sense buzzing, and this stupid person following him, and stupid nightmares, and stupid freaky powers. Really, nobody likes spiders! Why couldn't he get bitten by something less creepy?

He was so done with everything in that moment; he needed to take a break.

Then he got an idea. Okay. If somebody was gonna follow him, he was gonna find out why.

Peter swung away from the crowded heart of the city and made his way toward Queens. A place he knew well. In his time of being homeless, he had found several places fit to hang out and sleep, including an old warehouse. It was drafty, cold, and half filled with broken down cardboard boxes, but it was dry. At the time, that had mattered a lot more than you'd think.

Peter didn't need to sleep there, but it would be perfect for a stake out. He landed on the roof and made his way down the side of the building, face first. There was a window on the second floor with a broken lock. It didn't take any effort to open it up and slip inside.

Once inside, he crawled back up the wall to the ceiling, where he curled into the corner. Man, this brought back some memories… nope, not now, Parker. Focus on the task at hand.

Minutes ticked by in silence. Peter could hear the sound of his breathing echoing around the space, and he could swear his heartbeat would be heard from a mile away. It smelled of mildew and mold. He could taste the metal tang always present before a storm. A storm. As if the weather could tell how he was feeling, building pressure, just waiting.

And he continued to wait.

After nearly an hour, during which Peter was getting  _very bored_ , and his left leg started to cramp, he heard a *clang*. Right outside.

Clang. Clang. Clang. It was getting louder. Closer. Peter pressed himself into the shadows. Who would be- hold on. He knew that sound. He knew-

Crrreeaaaakkkk. The door to the warehouse swung open, revealing the silhouette of none other than

"Tony?" Peter's shoulders slumped as he relaxed. "You're the one who's been following me?"

Iron Man's head whipped around, as if trying to locate the source of the voice. Then his gaze lifted to the corner, and stopped there. "Uh, following you? No I was- I was, um, tracing some criminal activity-"

"Bullshit." Peter growled, squinting down at the man. "You- you've been watching me! Dude, not cool!"

"No I haven't! Really, I was just in the area-"

"Stop lying to me!" Peter jumped down from the corner, landing in a crouch in front of the man, a regular fall of about twenty feet. He stood and jammed an accusatory finger at Tony. "My spider sense has been jumpy for  _weeks_! Why are you tailing me?!"

Tony sighed, and his face plate slid up, revealing his scowl, "Listen, kid, we were just looking out for you. I know you're upset but-"

Peter ripped off his mask, and he must have  _looked_  as angry as he felt, because Tony was momentarily at a loss for words. Peter took advantage of this pause to speak, "Of course I'm upset! Tony, I'm a  _superhero_! I'm Spiderman! I don't need you to ' _look out for me_ '!"

"Oh, so I'm just supposed to be okay with a  _fifteen year old_ , who I'm responsible for, now, to go out and pick a fight with everything that moves? You can't even drive!"

"I don't need to! God, why do you have to treat me like a kid all of the time?! I've been doing this for a while, now, and I never needed you to save me before! I know what I'm doing-"

"Oh, really? Never? Because I can recall once a few weeks ago- "

"That's not fair, I wasn't-"

" _Life_  isn't fair, kid!"

" _I know!_ " Peter was letting his anger get the best of him, but he didn't care. "It's never fair! Life kills people, and takes everything away from you, and makes you into ' _a freak of nature_ '! Life doesn't care!"

Tony crossed his arms, "Peter, calm down, you're acting like a-"

"Like a what? A  _kid?_ " Peter spat.

" _Yes._ " Tony stepped forward, "That's exactly what you're acting like! Because that's what you  _are._ "

"Only halfway, huh, Tony? Only half human!" Peter's voice was rising and cracking, which was  _not_  helping.

"What are you even talking about? You're not making any sense." Tony said in a mix of confusion and annoyance.

"Don't play dumb, I heard you telling Pepper all about it! About how I'm, like, part spider." Peter spat. "You know.  _Not_   _even human._ "

"I never said that." Tony sneered. "And I think you need to  _calm down_. You're way out of line."

" _I_  am?!" Peter scoffed, "I'm not the one following somebody around because he has  _trust_  issues."

"You know what? I don't need to stand here and take this. I was helping!"

"No, you were being paranoid!" Peter clenched his fists. "I was doing this way before you ever found out, and I was just fine without you! I don't need you!"

"That's it, you're grounded. Go home.  _Now_." Tony growled.

Peter crossed his own arms, "You can't do that. I'm not your son, Tony."

"Then don't come home!" Tony yelled, as his faceplate slammed back into place. His voice took on a metal edge as he continued, "If you don't need me, if you're so impressive, don't bother!"

"Fine!"

Tony stormed out of the warehouse, leaving Peter to steam in the now cold and empty room.

Fine.

* * *

He had tried. He had tried to so hard to stop drinking, to be a better husband, to be a better man. Yet here he was, slumped on the couch, scotch in hand. Good job, Tony.

Just one more failure.

Stupid kid. Couldn't he see how reckless he was being? Actually, no. Tony didn't even care. If Peter wanted to go out and play hero so damn bad, he could. Like he had said, it wasn't like he was even his son.

Tony downed the rest of the glass. Funny, he had gotten the feeling that Peter had… oh, what did he know? Anyone could tell you that Tony was awful at feelings. He probably wasn't ready to be a dad, anyway. He just… ugh.

Maybe he had been just assuming Peter saw him like that. After all, he had given him a place to live, clothes, food, helped him with homework… but maybe Peter didn't consider that to be anything 'fatherly'. Maybe he just saw it as it was in the beginning: Tony helping him out, nothing more.

But it wasn't, right?

Whatever, he didn't really feel like thinking about it, now. Peter had made his position perfectly clear. Luckily, Tony had a great way to stop those pesky thoughts.

He didn't even bother to refill his glass, and took a swig straight from the bottle. Hello, numbness. Welcome back.

* * *

Stupid weather. Stupid Tony. Stupid… stupid him. Peter checked the time on his phone. 4:30 a.m. Great. Just great. Usually, he would be in bed by now, catching a few hours of sleep before getting up for school. Instead, he was just finishing stringing up a gang. All of his banter from earlier in the night had dissipated with his bad mood.

But he couldn't go home. Or back to the Tower. He wasn't sure they were the same thing, anymore.

_Don't come back._

He wouldn't. He  _couldn't._  If he did, it would just prove to Tony that he couldn't handle himself, and that was the  _last_  thing he wanted to do. But he was so tired…

Whatever, he had been homeless before. He didn't need a penthouse apartment, or even a bed, for that matter. He- he would be fine on his own.

He just had to find one of his old shelters. The first one he had looked at was now in use, no longer abandoned, and the second had been torn down altogether. If this third one wasn't good, he would have to sleep outside. He was too drowsy to go on looking.

He landed in the alleyway behind of the small building. This one was a simple two story apartment building, but the whole top floor had caved in. That left the first floor, which was boarded up and fenced off. It was a little close to the ground for Peter's taste, but whatever. It was this or nothing.

He jumped over the fence, landing softly on the other side. He climbed up to the second story and slipped in through a hole in the sagging roof. Well, at this point it was more hole than roof. Peter switched out his web cartridges with a new formula he had been working on, which lasted around ten hours, as opposed to the usual one-hour webs he used.

He found a pretty sturdy corner in what must have once been the kitchen, and shot it up with a sheet of webs. Then he jumped up to the ceiling and, finally, slipped onto them. It was safe, blocked out some of the wind, and was pretty well hidden, just in case.

Still, it wasn't exactly comfortable. Peter made himself as small as possible, trying to get warm. The web itself felt like a trampoline. Well, not really, but that was the closest thing Peter could think of. He wished he had a blanket. Or even just a jacket.

He scoffed at himself. He had really gone soft, hadn't he? Hadn't he originally just planned on staying in the tower for a day? How did he end up letting it get this far?

He would go back, right? Did Tony really kick him out? Was he really surprised?

It would be different this time. Before, he was on the streets because he had to be. Because he had nowhere else to go, and nobody who cared enough to take him in. Now, he was there because he had fucked up.

This was all his fault. He had gone and said things he didn't really mean, all because he was mad. And now he was cold. God, he hated New York winters. So cold.

He tucked his head under his arm as best as he could, and soon, blissfully, fell into a dreamless sleep.

* * *

Tony woke up confused, cold, and wet. Wet? What-?

"You bastard." Pepper stood over him, one hand on her hip, the other clutching the handle of a bucket… oh.

"I thought you were gonna lay off of the liquor, Tony." Her face was blank and her voice was steady. Oh, God, she was pissed.

"H-hey, Pep." What time was it? W-was he drunk? Or hungover? That would explain the headache that was making him want to puke. Or maybe the headache had nothing to do with it.

"Tony, what  _happened_  last night? You told me you were going to watch Peter!"

"I… did." It was coming back to him in fragments. He had gone out, and when Peter had gone into that building and hadn't come out… "Oh."

"Answer me Tony, or I swear-" Pepper tapped her foot impatiently.

"He saw me." Tony sat up with a grunt. "And we, uh, we fought. I think. Yeah, I'm pretty sure…"

Pepper set down the bucket. "So you mean you got in an argument. What did you say?"

Tony's headache was getting worse with the rain pounding the windows, interspersed with rumbles of thunder and flashes of lightning. Why had he thought floor-to-ceiling windows were a good idea? It was so hard to think. "Um, it was- I think he was mad that I was following him? But, like, I didn't even  _do_  anything-"

She leaned over him, her anger now displayed openly on her face. "Tony, I swear to God, if you don't tell me  _exactly_  what you said to him, I'm going to slap you so hard your  _grandchildren_  will feel it."

He ignored the unfortunate logistics of that statement and focused. Well, he tried. "Um, I think we talked about- about his powers and… life not being fair or some shit… I'm sorry, but I need coffee, Pepper." he stood clumsily and made his way to the coffee pot on the counter, which had already blessedly been filled.

She threw her hands in the air and followed him, "Tony, he didn't come home last night. And I just got a call from his school, he didn't go in today."

Tony paused with the rim of the mug at his lips. "So… he's missing?"

Pepper stepped close to him. Dangerously close. "I don't know. All I know is that  _you_ were keeping an eye on him, and I woke up this morning to him not here,  _and you drunk on the couch._ "

Tony considered this for a moment, then took a sobering gulp of his drink. He moved for the elevator, "I'll review the footage from last night, and figure out what's going on. Don't worry, I'll find him."

As the doors closed, he heard her sigh, "You better."

* * *

Okay, after the third cup of coffee, he was remembering a lot more. But just to be sure, "JARVIS, bring up Mark VI cam number three from last night. Time stamp, uh, eleven fifteen."

One of his monitors pulled up the video feed. From the looks of it, he was sitting there, watching an empty building. Right. The one Peter had gone into.

"Fast forward. Keep going, keep going… Stop!"

The tape paused at the door, which he had just walked up to. "Okay, regular speed."

…

…

…

Well, shit.

He watched up until he took back off toward the tower. Looking back at it now, the whole thing seemed ridiculous. They had both gotten so heated over something so small. Of course, now Tony was curious.

"JARVIS?"

"Yes, sir?"

"Scan through the security footage from the last month. Any time Pepper and I talked about Peter specifically. Key words; spider, DNA, human, and… and freak."

He was pretty sure he had never said anything like that, and Peter was just being dramatic. I mean it  _was_  kinda his thing. But on the off chance he had…

"Match found." JARVIS interrupted his thoughts, "Shall I display it?"

"Yep."

The footage of the sky was replaced by what looked like his conference room. He was sitting at the head of the table while Pepper stood nearby.

He heard himself speak (Wow, he would never get over how his voice sounded on recordings), "Last time we ignored this stuff, we almost lost him! Don't you get it, he could have  _died_! And you really wanna sit there and tell me we should ignore this?"

"You think I don't see how scary this is? Remember, I was  _there._  I cried too, every day he was missing.  _I_ love him too!  _I'm_  adopting him, too! Christ, Tony, this is terrifying! You think I don't  _get_  that?!"

He turned away from her, "This is ridiculous. How much trouble can one kid be?"

"If he's anything like his father? Too much." She remarked darkly. Tony barked a humorless laugh.

"You know he's not really my son, right? Hell, he's not even totally human."

"You don't mean that."

"I do." Tony watched as though in a trance as video-Tony said those words. "You know, he's actually  _part_  spider. The kid's a freak of nature."

"JARVIS, stop it." Tony said shakily. How could he have said those things? How- how had Peter heard those things? "Okay, pull up the footage of Peter at the same time, if he's in the tower.

Sure enough, there he was, walking down the hall toward the conference room. Tony's heart dropped in his chest. No. He would hear those things… he couldn't do anything as he watched Peter stop in his tracks and face in the direction Tony and Pepper were in. How could he- oh, right. Advanced senses.

He was only there for a few moments before he turned and went back the way he came. Damn. DAMN. He didn't mean it, any of it. He just heard it all out of context, that's all. Damn.

That was why he was so upset. Why he had said that stuff. It all made sense, now.

And Tony had all but told him to get lost. He never came home...

Tony groaned and rubbed his face. Well, it looked like he would have to go find him. They needed to clear this up.

At that moment, his comm came on with a short static hiss. Funny, he must have forgotten to take it out…

Natasha's voice filled his ear, "Tony, we need you to get to us right now! We need back-up! Tony, answer me! I swear to God, if you're still hung over-"

"I hear you loud and clear, Nat. I'm on my way." Tony raced for the elevator. Wherever she was, it must have been bad for her to sound so panicked.

Okay, so he would take care of this, then go find Peter. It wouldn't take too long…

In hindsight, it was a stupid thing to hope.

 

**Notes for the Chapter:**

> There's a storm approaching New York. You can feel the tension as the world waits in silence for the thunder to shake the ground. The forces of evil are stronger than ever. Sacrifices will be made. Old pain will resurface.
> 
> And the hero that faces them will have to have an iron heart to make it out alive.
> 
> To be continued...


	24. The Devil is in the Details

Peter awoke to the rumble of thunder. Ugh. He  _hated_ storms. The rain would soak into his suit, and that was  _not_  fun. That was just the beginning, too. He had never been particularly fond of thunder, but since he had gotten his powers, and his senses had been dialed to eleven, the noise had become unbearable.

As if reading his thoughts, a flash of lightning lit the small room he was in. Peter clapped his hands over his ears, trying to muffle the deafening boom that followed almost immediately after.

Well, he wouldn't be falling back to sleep. He groaned and pulled out his phone, which he noticed was only at half power. That would be a problem for later he decided, putting it away.

…

Then he pulled it back out and checked the time again, since he didn't do it the first time. 8:36. Great, he was missing school. Maybe if he was fast he could-

Dang. He didn't have any regular clothes. Maybe he should have thought this through better.

Now he had two choices. He could go to the tower, apologize, hopefully be able to grab some clothes, and get to school before third period.  _Or_  he could go out on patrol and skip school.

Of course, if he went on patrol, he would have to deal with the storm. But if he went on patrol, he wouldn't have to deal with his personal problems until later…

He rolled out of the webs and onto the floor. Patrol it was, then.

* * *

Tony poured on the speed as he raced toward his team's coordinates. He hadn't heard anything since Natasha had called him, which was… unsettling. Either they had needed to go quiet for stealth reasons, or they were in trouble. Tony knew they were fully capable of holding their own but… he leaned forward, willing himself to go even faster.

"JARVIS, time 'till arrival?"

"Two minutes and twelve seconds, sir."

"Make it two minutes."

"Yes, sir."

Two minutes later, Tony was landing in the middle of an old rail yard. He looked around for any sign of his team, but it was like a ghost town. In every direction, there was no movement. No cars, no pedestrians, no rail workers, no mechanics. Just trains, standing eerily still and silent in the pounding rain.

Then he saw it. The scorch marks. He almost missed them entirely, as they blended in with the soot and grime that coated every surface around him. That is, until they were illuminated by a flash of lightning. There was no mistaking the craters that littered the ground, and he was starting to notice the deep scratches in the gravel and sand.

What had happened here? More importantly, where was his team? As far as he knew, everyone but Bruce had gone out on this call, which meant he should see Nat, Clint, and Steve.

"JARVIS, scan for signs of life."

Tony started to get an awful feeling of dread in the pit of his stomach. If they were M.I.A., and he hadn't been around to help because he got drunk last night, he would never forgive himself.

"Sir, life form detected."

Tony's heartbeat quickened. "Where?"

"It would be easier to show you, sir."

A holographic map of the rail yard pulled up in front of Tony's face, with the life-form glowing yellow. But… that couldn't be right. According to the map, he was surrounded. He couldn't be! There was nobody around him, just trains, rails, gravel and-

Sand.

Tony cursed, then spoke up, "Marko? Where's my team?"

He stumbled as the sand swirled beneath his feet, seemingly moving on its own. It slowly rose from the ground in a wet pile. As it grew, the pile took on human features, such as arms, a head and a thick chest. The head sprouted a face, and then smiled at him cruelly.

"Don't worry. You'll be joining them soon." Flint Marco's words came out as more of a gurgle, like the swamp monsters you saw in movies. It was much creepier than how he usually sounded.

"Uh, how about no? Really, I'm a busy m-" he was cut off by a glop of mud the size of a basketball slamming him in the chest.

"Woah! Not cool man!" Tony stumbled backwards and tried to scrape some of it off. "Hey, can you feel this? Is this, like, your foot or something? Because that's disgusting!"

"You're disgusting. You and all of the other supposed 'heroes' who sit your penthouse, while the real people beneath you suffer. Where were you when regular people were being killed and robbed?"

Tried desperately to shake off the mud making its way up his legs and into the crevices of his armor. "We saved the world!" He punctuated that thought with a shot to the muddy half-man before him, whose body changed shape to make a hole where he would have been hit.

"Sure, once. Now look at you. Only coming out of your ivory tower when one of your own is in danger. Well, how does it feel? To be on the ground, knowing there ain't no heroes coming to save you?"

Tony shivered as he felt the cold mud seeping into the interior of his suit. He faced the runny villain in front of him. "I think you've forgotten. Sometimes, you need to save yourself."

Marko gave a wet pop, that may have been a scoff. "Good luck with all that."

The mud filled his suit, rushing the rest of the way up his legs, over his chest, dragging at his arms. Tony only had a moment to consider how inappropriate this was before it reached his mouth and nose.

He couldn't see. His mouth was filling with the thick, cold gunk, unable to spit it out or even breath. He was drowning.

Spots danced before his eyes, and it took all he had to fight it, to stay conscious.

He had to fight. He couldn't be taken down so easily! He was a hero, he had to- to…

The world slipped away, and all he knew was darkness.

* * *

The rain clouded the lenses of his mask, making it hard to see, and the wind blew him off course while the rain pounded against him like thousands of freezing needles. Had he mentioned how much he hated storms? Because he hated storms.

Peter huffed while he shot off another web. He didn't expect to see any of the Avengers out today, especially in the rain, but just to be safe he had stayed far from the Tower. He really wasn't in the mood to see them right then.

So that had led him here, a part of New York that was usually too far away for regular patrolling. Hell's Kitchen. He supposed it was a cool name, but all Peter could think of when he heard it was Gordon Ramsey; shouting about a chicken being so raw it's able to tell you it came before the egg.

Not that that was a problem.

A clap of thunder made him gasp in both pain and surprise. Oh, come on! Why hadn't there been lightning that time?! He shakily landed on a rooftop to regroup. This was ridiculous. He almost never patrolled when the weather was this bad. Spiders don't like rain!

He crouched on the edge of the roof and peered onto the street below. Not that he expected to see anything. Who in their right mind would be out in the middle of the day, in a storm? He had seen a total of no criminal activity all day. In fact, the only thing he had done since leaving his safe house was intervene in a car crash, catching a car before it could flip and do too much damage to those inside.

Peter stiffened as his spider sense gave a low buzz. Slowly, he scanned the street, trying to find what the problem could be. When he saw nothing but an empty street, he turned around and found a tall, muscular figure standing above him.

"Ah!" Peter yelped involuntarily, scurrying backwards off the edge. He clung to the wall and peeked his head up at the man. He was dressed in a skin-tight red outfit, with twin bars at this side, and horns silhouetted against the rainy sky as another flash of lightning danced behind him. Okay, that was pretty bad ass looking.

"Oh, hey, horn-head!" Peter grinned and climbed back onto the roof, coming to a rest in a crouching position, "Didn't see you there! Would it kill you to give a guy a warning?"

The older man cocked his head to the side and said, "I usually don't have to give you a warning. Are you losing your edge, or do you just like being dramatic?"

Peter shrugged casually, "Can't it be both? But for your information, it's this stupid  _rain_!" He made a sweeping gesture with one arm, "It's got my senses all jacked up!"

Daredevil chuckled good naturedly and crossed his arms, "You're telling me. I swear, this thunder is gonna be the death of me."

Peter laughed and stood, "Yeah, it's been messing up my whole day."

"Speaking of, why are you out right now?" Daredevil asked, frowning, "Shouldn't you be in school?"

Peter scoffed, "What makes you say that? You don't know how old I am."

"Dude, you're obviously a teenager." Peter was pretty sure that if he could see them, Daredevil would have been rolling his eyes. "And don't even bother denying it, it wouldn't do any good."

"You don't know that, I can be very persuasive." Peter crossed his arms, but he knew the man was right. In the short time he had known him, there had been very few times he was wrong about him, or anything for that matter. He just had a way of always getting you to agree with him. Peter vaguely thought that he would make a good lawyer. "But yeah, okay, I'm technically skipping right now."

"Why?" he asked. It wasn't prying, just curiosity.

"Well, long story short, I wasn't able to go home last night and I didn't have any normal clothes with me. And since I can't exactly go to class like this" Peter gestured to his outfit, "I'm out here, helping. The real question is, why are  _you_  out here? Don't you usually work at night? And have a job?"

"Technically, you're right. But I've been onto these guys for weeks, and I finally tracked down their center of operations. If I leave now, they could bail and I would be back to square one."

"Woah, cool!" Peter grinned, unable to keep the excitement out of his voice, "So who have you been tracking? Drug dealers, or gang members? Oh! I heard you fight  _ninjas_ -"

"Calm down, kid." Daredevil sighed, once again supposedly rolling his eyes. "As far as I can tell, they're just dealing in black market weapons. But somebody's gotta stop them, so I'm gonna do it."

"Oh." Peter rocked from the soles of his feet to the heels, his arms tucked behind his back, "Yeah, that's cool too. Weapons…"

The older man smiled in mock annoyance, "Let me guess, you want to join?"

Peter put a hand over his heart and leaned back, "Really? You want  _me_  to join  _you_  in taking down a super- cool underground weapons market? Why, I don't know what to say!"

Daredevil shook his head, "Could you get any more annoying?"

"Probably not."

"Well in that case, let's get moving."

* * *

They made their way across the street, sticking to the rooftops. Once they got onto the right building, Daredevil started signaling at Peter, telling him what to do. Peter nodded and crept slowly down a wall.

There was dark van in the alley, with three guys standing around it. Peter didn't even need to buzz from his spidey sense to know that they were armed, as he could see the hilt of their guns tucked into their pants.

He would have to take care of that first, then. Peter shot a web from one side of the alley to the other, then went across the wire until he was directly above them. Then, as silently as he could, he dropped onto the van. His landing was masked by the beating of rain on the metal top.

He saw Daredevil nod at him from the rooftop, then leap down, directly on top of the largest of the men. He hooked his thighs around the man's neck, to where he was sitting on his shoulders. The thug cried out, but was cut short by Daredevil's stick-thing coming down roughly on his head. Then he crumpled to the ground, and the vigilante rolled off of him, landing in a crouch.

The other two were alerted by then, and they charged at Daredevil, guns ablaze with no regard for their fallen friend.

That's where Peter came in. As Daredevil twirled and twisted, narrowly avoiding every bullet, Spidey dropped down behind the two gunmen. They hadn't even noticed him, yet. How rude.

"Hey, I could use a little love, too!" Peter scoffed, making the other two jump out of their skin and whirl around to face him. Peter took this opportunity to shoot out a web at each weapon and yank them away.

"I know I'm not really a Hell's Kitchen regular, but I'm still a New Yorker! I think that gives me just as much right to be shot at as Red, here!" Peter said in mock offense as he leapt at one thug and round-house kicked him into a wall, then secured him there with a web, and an extra shot to the mouth to keep him quiet.

He turned in time to see the other one fall to the ground, Daredevil's arm still raised from where he had knocked him out with his bar.

"Nice!" Peter grinned.

"We're not done yet, kid. And don't call me 'red'." Daredevil said, deadly serious.

"Whatever." Peter shrugged. He would have to come up with a better nickname for him.

"There are twenty-seven men inside, all of them armed. Once we take the guns out of the equation, we can call the police. You have plenty of webs, right?"

"Yeah, I'm ready to go if you are." Peter nodded. Just to be safe, he grabbed the three guns from the ground and webbed them high on the wall, where nobody had any chance of using them.

With that, they headed in. One thing Peter really liked about working with Daredevil was his 'no-killing' policy, just like his own. He never had to worry that the man would take it too far, and end someone's life. Still, while Peter had his webs to safely incapacitate and silence people, Daredevil usually didn't mind hurting people a bit worse in order to make sure they were out of the fight.

Peter tried to ignore the crack of bones and slamming fists coming from the older man's side of the room.

In just twenty minutes, all of the men inside of the building were either unconscious, webbed to a wall or ceiling, or too badly injured to get up. It was with some satisfaction that Peter clicked in a new web cartridge, while Daredevil picked up a discarded phone and called the police.

"Mahoney?" He said, and Peter couldn't help but notice how he lowered his voice, "Yep, me again. Thirty guys, all disarmed and incapacitated. No, not dead, you know I don't work like that. Yeah, okay."

He turned to Peter. "Anything to add, Webs?"

"Yeah, here." Peter took the phone from Daredevil, who was now smirking. He spoke into it, lowering his voice like the other man had done "I am the hero this city deserves, the hero this city needs. I am the-" Peter broke off in a fit of coughing. He continued, this time in his normal voice, "Man, I don't see how Christian Bale can do that for a whole movie. Hey, Daredevil, do you  _always_  do that when you call these guys? You're so-"

*click*

"Hey!" Peter whined, "He hung up!"

"Gee, I wonder why." Daredevil probably rolled his eyes again, "And it's probably easier to do a deep voice  _after_  you hit puberty."

"I resent that." Peter crossed his arms. "I'm not  _that_  young."

"Fifteen."

"Stop that."

Peter bit his lip and studied the man, "What even  _are_  your powers? If it's mind reading, I think you should at least  _ask_ before-"

"Shh." Daredevil went stiff and held out his hand. Peter paused, not sure what had set the other off. After all, he had super senses, and he wasn't noticing anything-

Daredevil hurried out to the alley they had come from. The rain was just letting up, allowing the sun to finally shine dimly into the space, revealing one of the webbed crooks cutting his way out with a knife.

"Hey! Stop right there!" Peter yelled, just as the man managed to get free. He fell to the ground and, without hesitation, started running. Peter and Daredevil tore after him, following as he headed deeper into the network of back alleys.

He was a fighter, Peter could give him that. Still, it didn't take long to catch up, and leap over him, cutting off his escape.

"Wow, can't you just go to jail with all of your friends? You could start a club!" Peter scoffed, while Daredevil stepped forward to take care of the man more permanently.

However, instead of the usual terror or desperation you would usually expect from somebody cornered by vigilantes, the man just… laughed.

That gave both heroes pause. Peter asked in confusion,"What's so funny, dude? I know it's not me, nobody  _ever_  appreciates my jokes."

The thug chuckled once more, "Oh, don't they?" he asked in a deep voice, "I would think your family would. Or are they too busy saving the day?"

Peter froze.  _Nobody_  knew about his family. "H-how? Who are you?"

The man clicked his tongue, his eyes glinting with satisfaction. "If I were you, Peter, I would be more worried about them than me right now." He broke out laughing once more.

Peter rushed forward and grabbed him by the front of the shirt, then slammed him into a wall. "What does that mean? What do you know!?"

The man simply grinned down at him. He must have been insane. "You should be getting home, kid. I wouldn't be too surprised if nobody's there, though. They may have gotten a little  _held up._ "

Peter glanced down at the man's hand, and got a good look at the knife still clenched there. A black knife with a familiar red hourglass imprinted in the blade…

"Poor spider. Now you're gonna lose  _another_  family! AhahAHAHA-!"

He bit down on something in his cheek, and as he laughed, his mouth began to foam. Cyanide.

"NO! Tell me what you know!" Peter cried desperately. But it was no use. He felt the life slip away beneath his hands.

Peter dropped him to the ground and stumbled backwards. No. No, how had he known his name? About the Avengers? What had he meant by-...

"I- I need to get home!"

He shot out a web and took to the sky, his thoughts racing out of control. He knew his name, who he was. Was somebody attacking the tower? Why was Daredevil going with him? How had that man known Peter would be there, to tell about whatever was happening? And the knife- Natasha's knife! He had to get home, he had to get home, he had to-

"Kid!" Daredevil called as he swung slightly behind the younger hero, "What's going on?"

"He- he was talking about my family! He knew my name! I gotta make sure they're okay!"

He got there incredibly fast.

Like usual, he didn't even think as he landed on the window of his room and shouted, "JARVIS, let me in!" The window slid open, allowing both him and Daredevil to come crashing in.

If Peter noticed Daredevil's surprise at the situation, or even the fact that the masked man was currently in his room, he didn't allow himself to consider it as he ran from his room to the rest of his floor. The elevator was too slow; he would just take the stairs.

Peter jumped up entire flights of stairs in his desperation to get to the others. He had to be sure they were okay, to see that the man had been lying. Then they could figure out what he had been going on about, together. They would help him, like they always did. In that moment, he really began to long for their back up.

The teen burst into the main floor, hoping to see Clint playing video games, or Bruce reading by the window, or Steve cooking or-

But it was empty. Not a single Avenger was anywhere to be seen. No, they were just out, they were  _fine_. Finally getting his thoughts together, Peter spoke, "JARVIS, where is everyone?"

Silence. Funny, even the lights were out. Did Tony suddenly care about saving electricity, or-?

Peter turned as the door to the stairwell swung open behind him, revealing Daredevil, panting slightly from the climb.

"Spidey, hold up." he said wearily, bent over and trying to catch his breath, "Tell me what's going on."

Peter shook his head and started to explain, "The Avengers, there's usually somebody home right now, like at least Bruce or Tony or somebody. But that guy said that there was something going on, and nobody is in here, and JARVIS isn't responding-"

Something caught Peter's eye. He crossed to the counter, where there laid something Peter was all too familiar with. A pumpkin bomb, the weapon of choice of Green Goblin. No… this wasn't happening. Beside it was a sticky note with a short message scribbled on it.

The world around him faded into the background as Peter's eyes scanned the words. ' _Sorry Peter, it looks like your house-mates might be a little late to dinner. I wouldn't wait up. -GG"_

Peter's hands trembled as the words filled his mind, blocking out all rational thought. They were gone, he had taken them, somehow Green Goblin had gotten them, and now they were God knows where-

Peter fumbled for his phone, and punched in Tony's number so fast he cracked the screen. It rang. And rang. And didn't stop ringing. Then, "You've reached the one and only Tony Stark, don't leave a message unless it's important, I may or may not get back to you. *Beep*"

"Tony, if you're okay, or you're with the others, I really need you to call back. I- there's something going on, and I really  _really_  need you to come back to the tower. Um, just, call me back, okay?" Peter hung up, trying to blink back tears beneath his mask. He almost always answered when he called. Unless he was unable to. Peter was shaking all over, now.

"Kid, what's the matter? Is your family in trouble or-"

"I don't know!" Peter cried, his voice rising hysterically, "Green Goblin left a note here, though, and- and Tony isn't answering, and this is wrong-!"

Daredevil came up and put his hands on Peter's shoulders. "Kid, your heart is going way too fast. You need to stop freaking out. You're useless when you're not making sense."

Peter wanted to argue with him, to tell him that he was being too calm, and this was his  _family_  for Christ's sake! But instead, he just bit his lip and took a few breaths, trying to calm his racing heart. Then he continued, slowly. "Okay. Alright, I'm calm, now can we find them?"

"First of all, who are 'they'? Your family, I mean." Daredevil stood back, crossing his arms.

Peter stared at him. Here was a random guy, who Peter had only met a few times, standing in his home asking who his family was. All things considered, his identity was probably shot. Still, he had kept this secret for a good reason… to protect those he cared about. But now, it seemed, they were already in trouble.

If he had a secret identity to protect them, this seemed like a good enough reason to tell somebody. After all, they were all he had left.

Peter sighed. "Okay. I, um, you gotta promise not to tell anybody. Like, I know you help people and stuff, but you gotta keep this secret. I'm only telling you because I need your help and… I don't know anybody else who can do that."

"Trust me, I get the need for secrets. I promise, this is gonna stay between us." Daredevil nodded gravely.

Peter sighed, "I guess that's gonna have to do." He slipped off his mask slowly, avoiding the other man's gaze, "My name is Peter, by the way, and… I live here. Tony Stark is adopting me."

He raised his eyes to Daredevil, who had no reaction at all so far. "You gotta help me. They- the Avengers- they're all I have left."

After a moment of deliberation, Daredevil nodded. Then he said, "Alright, then. Put the mask back on, Peter, I'm gonna call in some back-up. Besides, I can't see your face, anyway. I'm blind."

Peter blinked in surprise. "Really?"

Daredevil nodded, "I figure if you're gonna tell me something, I can tell you something. And if you ever tell anybody that, I  _will_  know, got it?"

Peter bobbed his head quickly, then remembered that Daredevil couldn't see that and said, "Of course. I get the need for secrets. My lips are sealed."

"Okay, then. We have work to do."


	25. Who You Gonna Call?

"I'm just saying, I don't think I should have to do this!" Skye sighed.

She had been training with Ward and May to improve her fighting technique, so that if they ever got into danger on a mission, she would be able to pull her own weight. So far she was pretty good against Ward, but against May, well… it was just sad.

Then again, May made most people look bad when it came to combat. Everything about her showed her fierceness, from her scowl to her totally badass outfits. Ward was significantly more friendly, but even he rarely showed any emotion besides, 'unamused'. Lucky Skye got to train with  _both_  of them. What an honor.

"You're the one who suggested it!" Coulson scoffed from the doorway.

"Yeah, well, I suggested some basic combat stuff. This isn't simple!" Skye rolled her eyes, and remained on the floor. Maybe if she didn't get back up, May wouldn't flip her again.

"This." May said, her face emotionless as always, "Is nothing. Honestly, you're depending too much on your right side, leaving your left wide open for attack.

"Well, maybe but-"

May stood over her, "Get up. We're not done, yet."

Skye groaned and rose from the ground. Oh, she would be sore tomorrow. She raised her gloved fists, and prepared for another beat-down as Coulson's phone went off.

Skye would have ignored it if not for the ringtone. She raised a brow at Coulson, who blushed and answered the call, cutting off the remix of 'star spangled man with a plan'.

While Skye was distracted, May kicked her in the ribs.

Not cool…

"Yes, sir- wait, WHAT?!" Coulson nearly dropped the phone he was so shocked. "R-right away, sir. Of course. We're on our way. Wait, all of them? Y- yes, sir."

He lowered the device from his ear, and turned to May and Skye, who were both looking at him questioningly. Phil looked at a loss for words, but soon shook off his stupor and took on his usual controlled demeanor.

"Wheels up in five, guys. I'll fill you in on the way."

"Don't you mean  _Phil_  us in?"

"Never gets old, Skye."

* * *

Peter was a bundle of nerves as he fiddled with some wires in a panel on the wall. He had just gotten off the phone with Nick Fury, who had been, needless to say, pretty surprised. And why wouldn't he be?

Peter had only gotten his number because Tony left it on the fridge as a  _last resort_. As in, only if no Avengers were available, the world was ending, or there was literally no other choice, only then he could call that number in any emergency. And preferably not even then.  
Or for prank calls, but make sure to use a disposable phone.

Fury said he would send in some back-up. But who do you call to help Earth's mightiest heroes? Peter bit his lip and returned his focus to the wires. Tony, in his infinite genius, hadn't installed any light-switches when he built the Avengers floors of the tower, claiming JARVIS would take care of that.

And now JARVIS wasn't working, and Peter figured Green Goblin probably had something to do with that. But this was fine, this was something he could fix. Maybe if he focused on this he wouldn't have to deal with the reason Green Goblin had done it.

He hissed and stuck his finger in his mouth as a spark sent a shock up his arm. Stupid wires. Stupid Super villains. Peter was pretty fed up with maniacs breaking into the tower and kidnapping people. Honestly, that's the sort of thing that shouldn't happen more than once.

It didn't take much longer before Peter was able to get JARVIS back online. The lights flickered on with a hum, and Peter grinned to himself as JARVIS spoke, "Hello, Master Parker. Welcome home."

"JARVIS, you don't know how great it is to hear your voice right now." Peter sighed in relief. Okay. Things would be okay. He had JARVIS now, and that's more than he had a few hours ago. It was dumb, but Peter felt that having the A.I., even if he was just a voice in the ceiling, gave him at least some comfort. Something familiar to cling to. Someone to remind him he wasn't alone, yet.

"I have been… offline…" JARVIS spoke slowly, as though he was confused. Can A.I.s be confused?

"Yeah, I know, man. Can you tell me what happened?" Peter asked hopefully.

"I… I can't seem to remember, sir. My apologies. My memory goes blank after 10 A.M., today."

Peter nodded, "Alright, what's the last thing you remember, then?"

A moment passed before JARVIS finally gave his answer. "Miss Potts was asking about her appointment with Norman Osborn. Master Banner was going to join her. Then it… all goes… dark. Only the most basic functions remained intact, such as opening your window."

Peter bit his lip. Okay, so JARVIS wasn't gonna be that much help in figuring out how this had happened.

"I'm terribly sorry I cannot be of more assistance, sir."

"No, it's- it's fine, Jar. You tried. We'll just have to find a different way to do this." Peter said. He knew JARVIS was a piece of hardware, not really a person. Still, he considered him a friend, and he was gonna treat him like one, even if he wasn't helpful at the moment.

Peter closed up the panel in the wall and wandered over to the kitchen. He briefly considered eating something before deciding against it. It wouldn't be right to eat here, in his family's kitchen, when they weren't there to join him.

So he sat on the counter, trying to come up with a plan, mostly staring at the note. Which made him think, why  _had_  Green Goblin done this? Like, sure, he knew who Peter was. That much was obvious. Still, why target  _the freaking Avengers_?! Seriously, there were much easier ways to bother Peter, like steal his parking spot, or take out his bookmark. He didn't have to go to all this trouble just to mess with him.

Was now really the time for jokes? Probably not. But joking made it easier to deal with, he supposed.

Easier to deal with the worry gnawing at his heart. To deal with the guilt clawing at his stomach. It was obvious this was his fault. Hadn't he known that if he stayed, if he got close or comfortable, that something like this would happen? Green Goblin had only made a move to get to Peter, it was clear by the note he had left. If he had only stayed away. If he had just left after one day, like he had meant to. If he had just stayed alone.

He had just recently allowed himself to really accept this. To accept that he could be a part of something again, that maybe he had found people who would be safe to get close to. After all, they were superheroes. But here Peter was, dealing with the fact that they were missing, and they could be hurt, or killed, all because of him.

What was worse, while he may lose another family, which was in itself a terrible thought, the world could lose its last line of defense. All because of Peter's stupid, childish selfishness. If they made it out of this (When. They had to.) When they made it out of this, Peter was leaving. He had been enough a burden, already. He just hoped he hadn't already lost them.

"Master Parker, there is a group downstairs requesting permission to come up to your current floor." JARVIS spoke, breaking the silence, "One of them claims you know him, and "Doesn't have time for this robot shit." Shall I admit them?"

"Yeah, bring them up." Peter nodded. He slipped his mask back on then added, "And while they're here, call me Spiderman, not master Parker, okay?"

"Yes, Spiderman." JARVIS said, sounding a little annoyed. But Peter ignored it, because A.I.s can't get annoyed. At least, that's what he would tell himself.  
He stood and walked to the elevator as it opened with a *ding*, and revealed the strangest dressed trio Peter had seen all week.

The first to walk in was, of course, Daredevil, in the same costume he had left in. Behind him was a woman who Peter recognised as Wasp, with her iconic yellow and black suit, and its sleek wings jutting out behind her, despite being folded down.

Which left the third and final member of the ensemble, a medium-height man, dressed in a red and silver suit with a weird helmet under his arm. He looked sorta like an astronaut, but that's not what surprised Peter.

" _Scott?!_ " he exclaimed, his jaw practically hitting the floor. "You-  _you're Ant-man?!_ "

"Wait." Daredevil said gruffly, "You know him?"

"Woah! Hear that, Hope?! Spiderman knows my name!" Scott said giddily. And here Peter thought  _he_  was fan-boying. "It- it's an honor, man! God, this is unreal!" Peter didn't know how to react as he took his hand and shook it excitedly. The handshake lasted a little long.

"Well, I wouldn't say  _man_  per say-" Daredevil scoffed, and Peter shot him a glare he knew he couldn't see. Because, you know, he was wearing a mask. And Daredevil was blind, anyway. That was still so weird, by the way.

"Anyway!" Peter cut him off, then addressed Scott. "I thought you just delivered pizzas, dude."

"Well… yeah. But not anymore! I have moved on to bigger and better things." Scott said proudly, puffing out his chest.

Wasp rolled her eyes, "He got fired. Again."

"It was a mutual agreement to separate." Scott huffed.

"Whatever, can we just get back on task?" DD asked, and Peter had to agree. They didn't have time for small talk.

"Alright, did Daredevil fill you guys in?" Peter asked the two new heroes.

"Uh, well, no." Scott admitted, "He kinda just showed up and and said the  _Avengers_  needed our help, and, uh, well you don't say no to the Avengers, you know?"

Wasp glanced around Peter, as though looking for something, "Where are they, by the way? Don't they live here?"

"Well, most of the time, yeah. Though sometimes Clint disappears for a few weeks, so I'm not really sure he doesn't live somewhere else, sometimes. Not to mention Thor..." Peter said thoughtfully.

"Wait. Do  _you_  live here?" Scott said, bouncing on the balls of his feet.

"Look, this is all beside the point. The Avengers need our help, as in, they're in trouble. And… well, we're gonna need all the help we can get to get them back." Peter shuffled awkwardly, trying not to let his worry show.

"So.. the Earth's mightiest heroes were taken down… and you're calling on a few street-level vigilantes to rescue them?" Wasp raised a brow, "Because that sounds like a terrible plan."

Scott raised his hand. "Um, I'm confused. Who exactly are we fighting?"

Peter bit his lip and explained, "Well, there was this creepy dude who told me… well, he basically said something was going down, so Daredevil and I came back here and found this note, from Green Goblin, and now I can't get a hold of anybody, and I  _just now_  got JARVIS back online, so he can't even tell me what happened-"

"Woah, slow down. What note?" Wasp asked.

"Over here." Peter turned to go get it before stopping in his tracks. Crap. His name was on it. "Well, the thing is-"

"Master Spiderman?" JARVIS spoke up once more, making Peter groan internally. Now that just sounded stupid.

"Yeah, Jay?"

"A Quinjet just touched down on the landing pad."

"What?" Peter said, confused. "Who-?"

"They're coming in." JARVIS said.

"Wait, don't they have to get permission? You held us up for like, ten minutes downstairs!" DD huffed.

"They do need permission, from the highest level resident which is- well, I guess it's me right now." Peter crossed his arms. "Who are they?"

Instead of answering his question, JARVIS simply stated, "They're over-riding my controls. They are coming in, now."

"Shit." Daredevil muttered, then turned to Peter, "Do you think it's the goblin again?"

"I- I don't know." Peter said, worry leaching into his voice. Scott seemed to take this as a signal to jam on his helmet, hiding his face behind the shiny metal and plastic orange visor. Wasp's wings rose, ready to spring into action at any moment. Daredevil grabbed the bars at his sides, and Peter raised his arms, fingers poised on the triggers of his web-shooters.

There was a tense moment as the watched they elevator doors in silence. Then

*Ding*

The doors opened once more, showing a group of six people standing there, some slightly shocked at the sight of the heroes before them. But not the man who stepped forward. He held out a badge in front of Spidey.

"Agent Phil Coulson, of SHIELD." The man said in a cool and unreadable tone. "Fury sent us."

Peter relaxed at that, and he noticed the other vigilantes do the same. It was quiet for a moment, nobody quite sure what to think of the other group. Then Ant-man's visor rose and he gave a small wave.

"Hi, I'm Scott."

* * *

It was funny. As crazy as Matt Murdock's life could get, it somehow managed to keep getting weirder. Of course, what else can you expect from a life of a superhero?

He remembered first running into Spiderman a few months ago. He wasn't all that well known, yet, but he seemed to know what he was doing. So they ended up doing a team-up, and Matt was pleasantly surprised he had a 'no-kill' code similar to his own. Only after the action ended, and they had a moment to breathe, though, did Matt notice.

His heartbeat was rushing, thought he was barely panting. He was rambling on about Daredevil's whole red color scheme clashing with his own. He supposed that meant the guy was wearing red. But his voice was so high… as opposed to the hero himself, who only came up to Matt's chin.

He was just a kid, he realised. Probably still in high school. A kid was out here, in a back alley at around two in the morning, beating up rapists and muggers. At first, Matt was too shocked to say anything. Then he was mad. Why was he doing this? No kid should have to fight the battles Matt fought. Shouldn't have to think what he thought, see what he saw. Well, figuratively, anyway.

He had almost called the kid out, but before he knew it he was challenging him to a race of all things.

"I know you do that acrobatic stuff. It's so cool. I've got my webs, though, and I'm 80% sure I'd kick your butt in a race."

"A race?"

"Yeah! Unless, of course, you don't think you could keep up?"

..."You're on."

Innocence. Out here, among the worst the world had to offer. Yet so innocent.

That was what had done it. What had made Matt look at the kid and decide he was gonna help him. Nothing big, of course. After a few more meetings with the teen, he knew he could at least handle himself. But on those nights a few months ago, when he seemed slower, or Daredevil could hear his stomach growling, he would offer to get a bite to eat.

That wasn't enough, though. On those nights, the ones when they got chance to talk, Matt could see the innocence fleeting. Something was going on to make the teen talk less, and his heartbeat almost slow to that of a normal human. Matt didn't like that.

He never asked why he was doing this. He never questioned the growing smell, or the lingering wounds. Nope, he wasn't going to question the evident changes. He would just give him a hand, then move on.

There were days he still regretted that.

But he seemed to get better not long after. Then he disappeared altogether. One night, after nearly a month of inactivity, Daredevil had even ventured from Hell's Kitchen to seek him out. There was no sign of him anywhere. Matt had known there was something wrong yet done nothing. He couldn't escape the pang of guilt he got every time he thought of it.

But not long after, as Matt was falling asleep one night, he heard the fast heartbeat, and booted feet running across the roof of his apartment, then move on to the next.. Matt layed there a moment, thinking. Then he smiled. Spidey was back. He was okay.

Not that he had ever doubted that.

Still, he had decided in that moment that the next time something felt off with the kid, he wouldn't stand back. He wouldn't run from getting involved. Because in this line of work, innocence was rare, and Matt didn't want Spidey to lose any more than he had to.

Now here he was, in Stark Tower, surrounded by agents and vigilantes. Matt still wasn't sure how he had gotten roped into all of this. But he had heard Peter's panic when the guy in the alley had mentioned his family, and he knew he couldn't leave the kid to deal with that on his own. If the guy was telling the truth, he wasn't sure what the kid would find when he got home.

Then to Daredevil's surprise, Spidey had led him to Stark Tower, and gone through a window like it was second nature. Once inside, Matt noticed they were in a bed-room. It smelled just like Spiderman.

Then came the rush upstairs, the crinkling of a paper, the confession.

Nope, Matt had no idea how he had gotten caught up in all this. But he was gonna do all he could to help the kid. Including calling up an old drinking buddy of Foggy's and his.

You know, who just happened to be Ant-man.

Once the agents had arrived, and there had been a quick round of introductions, (It was kind of awkward to introduce himself as 'Daredevil', but at least Hope had done the same with 'Wasp', and Peter with 'Spiderman'.)

Of course, it wasn't like there was much point, poor kid.

"So Fury said there was a note?" the first agent- Coulson asked.

"Oh, right. Um, about that-" Peter stammered like the awkward kid he was. Daredevil wasn't sure what was on the note, but whatever it was was raising Spidey's core temperature.

"Got it." Called the voice of a female agent, who Matt noticed moved in far less calculated movements than most of the other agents. She was also younger, probably in her early twenties.

Spiderman's heartbeat spiked, and he tensed, "Wait-"

"Who's Peter?" The girl's voice asked.

There were two other agents by her side. Unlike the others, who seemed to be decked out in combat gear, they were wearing longer coats. A male, with a scottish accent spoke next. "Oh, that's Spiderman."

"Dude! That was supposed to stay between us!" Peter said in exasperation.

The female in the long coat cocked her head to the side, "Why?"

The first girl furrowed her brows at the two coat-agents. "Hold up, have you met him before?"

"Wait, your name is Peter?" Scott asked. "And you live here? Oh my God, I know who you are, now!"

"You see?! That's why!" Peter exclaimed.

Scott didn't even seem to notice the kid's annoyance. "I always wondered why the Avengers hung out with a teenager, but I guess it makes sense if you're a superhero too… Oh my God, you- Spiderman is a teenager! That's so-"

"Shut up, Scott." Wasp sighed, elbowing the man as she did so.

"Sorry, I just, wow, I did  _not_  expect that." Scott said thoughtfully.

"This is so stupid." Peter huffed. His face was hot beneath his mask. "Can we just find the Avengers already?"

"Sure, kid." Matt nodded, walking over to the three agents with the note. He really wished he had caught their names.

Coulson spoke up, "Alright, Fitz-Simmons and Skye can start trying to track them down, while Ward, May, and I get some background on this Goblin guy. I'll let Daredevil tell the rest of you what to do, I guess."

Matt nodded at the man, then took a look at the note. Well, he ran his fingers over the indent the pen had left on the paper. He noticed that it was torn at one end, like it had been ripped off of a bigger piece of paper.

"Tell me, Spidey, who exactly are we looking for?" Matt asked the teen, who had followed him to the counter and crouched on top of it. Like the spider he was, Matt supposed.

"Um, I know Pepper and Bruce were here when JARVIS went dark… Hey, JARVIS, where were the others at that time?" Peter directed the last part to the ceiling.

"Masters Rogers, Romanoff, and Barton were following a lead in _. Sir woke up this morning and went through old surveillance, then went to answer a distress call made by Miss Romanoff." JARVIS answered.

Peter cocked his head at the ceiling. "Where was the lead, again?"

"My apologies, Master Spiderman," JARVIS replied. (Daredevil almost thought the A.I. was messing with the kid), "I cannot access that data at this time."

"Okay, first of all, stop that. It sounds stupid." Peter huffed. "Everyone knows my name now, anyway. Second, why not?"

The first girl agent, (Skye, Phil had said?) cut in, "Did this Green Goblin guy do something to your ceiling voice thing?"

Peter nodded, "Yeah, I actually only got him running again right before you guys got here."

"Well, tech is kinda my specialty. If you give me access, I can recover any data that was lost from the interface." Skye said, almost eagerly.

"Uh, sure. Come on, I'll show where you can get into his mainframe" He leaped smoothly from the counter and padded toward a distant wall. Matt may have been blind, but even he noticed the excited look Skye flashed her coat-friends.

"What about us, double D?" Scott asked him.

Matt considered it for a second before speaking, "Well, I guess it's about time I actually told you what's going on."

Scott bobbed his head in agreement. "Sounds good to me."

* * *

"So, like, you know about computers and stuff?" Skye asked the teen. He had opted to help her root through JARVIS's code, and he had to say, she was  _good_. Still, he could tell she wasn't exactly at ease around him. Not that he could blame her, he was, after all, wearing a mask and sitting on the wall next to her. And semi-famous, but it probably the other stuff, more.

He wouldn't compare himself to the Avengers in terms of fame, not by a long shot. Probably nobody outside of New York had even heard of him. Still, New York knew him, so it's not like he was nobody. Just close to it.

"Uh, a little bit. I mostly know just enough to get into Tony's system when he's being annoying." Peter admitted sheepishly.

Skye nodded, not looking away from the tech in front of her. "That's so cool. What's it like? You know, being on first name basis with the  _Avengers_? Well, actually, sorry, stupid question. You probably fit right in, what with being a  _superhero_  and all." She glanced at where his feet were sticking to the wall as she rambled. Something Peter did when he was nervous.

"Are you kidding? They're the  _Avengers._  Remember they saved, like, the  _entire world_. I just get cats out of trees and stuff." Peter said lightly.

Skye laughed. "Well, somebody has to! Otherwise, fluffy would never get down!"

Peter could notice her relax slightly as they talked. Good. Peter could totally relate to how she was feeling.

"So, you're a teenager, huh? I totally couldn't tell." Skye typed so fast her fingers were like a blur. "But that's even cooler! Are you a mutant? That would make sense, unless your suit lets you stick to stuff? Of course, that would be cool too."

Peter smirked. He liked her. "Nope, neither. I think it was technically a lab accident. But if it was a suit, why would I pick a spider theme? Spiders are gross."

Skye paused for a moment and turned to him. "Hold up. You don't like spiders? You- you're Spiderman!"

"Well, do you like people?" Peter asked, raising his brows at her under his mask.

She seemed to consider this for a moment before pressing her lips together and nodding, "Well played. But still, it's surprising."

Daredevil chose that moment to come over and check their progress. "How's it going over here?"

"Good, but I need to ask you something." Peter faced the man, trying not to smile. Then he let himself, realizing there was no way for the other to know. "Do you like the devil?"

DD went stock-still, like a deer in headlights. "What did you just say?"

"Well, I don't like spiders, and Skye doesn't like people. But are you, like a satanist or something? Because I don't think you have super demon powers or anything, so if you're into that sort of thing it would make sense…"

Daredevil stared right at him, and though Peter knew he was blind, something about the way he was looking at him sent shivers down his spine. "Kid. I'm Catholic."

Peter promptly fell off of the wall. He jumped up from the floor and faced the man standing over him, with arms crossed. "I am  _so_  sorry, I didn't know-"

"Calm down, kid. Your voice is cracking." DD smirked. Okay, so he was aware that he was a blind devil-themed catholic vigilante  _troll_. "So I guess it keeps up with the whole 'not liking what you seem to' thing."

Scott piped up from across the room, "Actually, I can communicate with ants, and they're pretty chill. They even help me with super cool mission stuff."

Peter, Skye, and Daredevil stared at the man.

"Okay, you just officially became the one with the weirdest powers in this room." Peter said, shaking his head and climbing back onto the wall. "And  _I'm_  saying that."

Skye huffed in her seat, looking away from the heroes. "Man, I want superpowers."


	26. Technically Not a Break In

It took only a few hours for Skye to recover the lost data from JARVIS, so now Fitz was here. At a creepy rail-yard. At night. Luckily, Coulson had told Jemma and May to join him, with Ant-Man and Wasp as back-up. Fitz wanted nothing more than to take a look at their suits, and figure out how they worked, but just as he was going to ask, Jemma had elbowed him and hissed, "later."

Good ole' Jemma. She always knew what he was thinking.

Fitz set down his case on the ground and popped it open. Inside, there were eight small drones, or as Fitz liked to call them, DWARFS. Not to brag or anything, but they were pretty freaking awesome. He had designed them himself, along with Simmons, and they were the best way to collect data from a scene.

He grabbed the controller, (A tablet about the size of a mac-book) then with a few clicks and swipes, the drones were in the air, and scanning everything in sight.

"Woah-ho! Those things are so cool!" Ant-Man, or Scott, chuckled in awe. "Do they deliver?"

Fitz raised a brow at him. "What?"

"You know, like the Amazon drones- ow!"

Wasp lifted her foot off of Ant-Man's, "Just shut up, Scott." She turned to Fitz, "What are they doing, anyway?"

"Oh, well, you see- well, um-" Fitz stammered.

Luckily, Jemma took over his explanation to prevent him from making more of a fool of himself. "These drones are made to analyze every inch of this area." She said, "Though, we designed each with its own capabilities. So, um, some are recording the dimensions and textures of the room and then some are testing the matter density, and radiation. I mean, one is basically just smelling."

Wasp grinned, "Nice. My dad makes stuff like this, too."

"Is he the one who made your suits, then?" Fitz finally managed to ask. They were superheroes, okay? It was really hard for him not to be anxious in front of such living legends.

Wasp looked at him for a moment before answering, "Yeah. Yeah, he is."

Not knowing what else to do, Fitz simply nodded.

For the first time since leaving Stark Tower, May spoke up. "So, tell me, how did you two get involved in this? As far as I know, you've never really interacted much with the Avengers."

Scott answered her, "Well, for the record, I delivered pizza for them  _plenty_  of times. But the one who called us in tonight was Daredevil. We're drinking buddies."

"Drinking buddies? With the devil of Hell's Kitchen?" Jemma asked.

"Yeah! He's way more chill than he seems, really. But, uh, don't tell him I said that." Scott finished nervously.

"But why did  _he_  call you? He never interacts with the Avengers, either." May shook her head, as if to emphasize that things weren't adding up.

"Um, I think Daredevil is tight with Spiderman. So he asked him for help, then he asked us. Make sense?" Scott clapped his hands, like everything actually did make sense.

Fitz would have asked another one of the million questions on the tip of his tongue if not for the beeping that began to emit from the tablet in his hands. The DWARFS had found something.

"Hey, guys? I think I've got something, here." Fitz declared.

Simmons was by his side in a moment, her eyes flitting over the readings. "Oh, my. Are the levels dangerous?"

"No, not enough to be lethal. They're just traces but it's definitely there." Fitz added, "So if this is here-"

"It's likely that it has something to do with the disappearance of the Avengers." Simmons said excitedly, "And with levels like this-"

"We can definitely track it!" Fitz beamed at his partner, and they high fived. Because they were very serious professionals, of course.

Fitz turned as he felt a tap on his shoulder, only to find Scott standing there awkwardly. "Hey, yeah, sorry- Can you maybe tell the rest of us what happened? Because I don't know what you're talking about, but I think I heard something about 'lethal levels'?"

"Oh, right, my bad. Um, Grumpy picked up a fair amount of radiation right over… well, everywhere. But the good news is, it's not enough to be dangerous! In fact, these readings are just enough to be trackable."

May nodded. "So you think if we do, it'll lead us to the Avengers?"

"Well," Jemma said thoughtfully, "It's highly unlikely that this sort of thing would spike in our readings in the same place they were last headed. Coincidences like this just don't really happen. So even if it doesn't lead us straight to them, it certainly doesn't hurt to try."

"Well then, what are we waiting for?" Scott grinned and rocked forward on his feet impatiently, "Let's go!"

* * *

Peter wasn't in a good mood. He was tired, hungry, and being told what to do. He was fine with ignoring the first two things, since he didn't really want to eat or sleep at the moment, anyway. But as for the third…

"I still think I should have gone too." he huffed. His arms were crossed on the counter, and he was laying his head on them.

"Oh, quit moping, web-head. You know we need you here." Daredevil sighed.

"I'm not moping." Peter raised his head, "I'm just… conserving energy. While I make a point."

"Yeah, well can you make a point about Green Goblin?" Coulson cut in, "I know it's been a long day, but you know him better than anyone, kid."

He didn't want to. He wanted to go and look for the Avengers with Ant-Man and Wasp and those other agents. After all, he was Spiderman! Why shouldn't he get to look for his family? But when they had split up Daredevil made sure he was in the group  _not_  going. Because he's a jerk.

So now he was supposed to help catch everyone up on Green Goblin, and why he was targeting them. Well, just Peter, actually. Damn Parker luck.

Peter sat back in his chair and sighed, "Fine. What do you need to know?"

"Well," Coulson turned in his seat to look at Peter head-on, "You can start by telling us what you know about this guy. Earlier you said something about the first time you fought him-?"

"Oh, yeah." Peter thought back to that day, "Uh, well, it was sometime in September. I was just swinging by Pym Labs, and he was blowing stuff up, so I stopped him."

Skye looked up from her laptop, "I read about that. Didn't he get away?"

"Hey, I had only had these powers for, like, a  _month_  at the time, cut me some slack! Besides, I stopped him from destroying Pym Labs. Isn't that what counts?" Peter crossed his arms over his chest.

"She's just trying to get all the facts." Ward, (Who totally gave Peter a bad feeling, by the way.) shrugged, then continued, "So do you know  _why_  he was blowing stuff up?"

"Not really, no." Peter admitted. Honestly, at the time he was trying very hard not to  _die_. Green Goblin was one of the first truly dangerous people Spidey faced, and he hadn't really been prepared for it.

Coulson shuffled through some papers and came up with a formal looking white sheet which, upon closer inspection, read ' _Mission Report December 15_ '. "What about here? He broke into this tower, was here for five minutes, then he ran out. Nobody even knew about it until he left."

"I'd say that pretty much sums it up." Peter shrugged, "Though it was  _so_  weird. Nobody could figure out what he did while he was here. Of course, Tony thought it was just to prove he could get in here, to bug him. Though, I'm pretty sure he thinks it was to bug me now, since he found out I'm Spiderman."

"Wait, he didn't know?" Ward raised a brow at the teen, "You were living here before-"

"Anyway, the point is, he probably didn't do anything." Peter finished.

"How about this one?" Coulson brought out a similar paper to the first, this one reading, ' _Mission Report January 10_ '. "Green Goblin attacked and robbed an armored truck, which was carrying, among other things, serious amounts of toxic materials."

Peter shook his head, "Can't help you, there. I wasn't at that one."

Daredevil had been sitting there, not even bothering to help research (Peter knew he wasn't being lazy, there was just no way for him to read. By the way, they were totally gonna have to have a conversation about the whole blind thing. As for Skye and Phil, they were probably not too eager to call out somebody literally dressed like the Devil for not helping.) He raised his head and looked at Peter, now. "Right, that was sometime earlier this year, right? You know, during that time you were mysteriously nowhere to be found?"

It kinda sounded like a question. Not today, horn-head.

"Yeah, that's right. So I guess he got away with it, right?" Nice job, Peter! You don't even need a Spidey sense to dodge all of these questions concerning your personal life!

"Yep." Coulson scanned the paper, "Of course, the real question is, why did he even  _need_  that stuff?"

"Maybe he needed it to keep up with his powers?" Peter suggested, "I mean, there's no way he's a regular person, he's way too strong. Not to mention the whole green and scaly thing he's got going."

"Oh!" Skye lit up excitedly, "May he's like the Lizard! He's green and scaly too!"

Ward frowned, "But wouldn't he, you know, look like a lizard? Not a goblin?"

Daredevil scratched at his chin thoughtfully, "Maybe he modified the serum Lizard used?"

"That would explain why he acts so crazy. But Connor's serum was super complicated, and even  _he_ couldn't figure it out until I plugged in the Decay Rate Algorithm, which kept whoever used it from dying. Of course, when Connors used it, he didn't know about the side effects, then he went crazy and tried to turn the whole city into lizards, but other than that it was pretty sound science." Peter finished his rambling with a small grin, then remembered he was wearing a mask.

"So you helped him become the Lizard?" Phil raised a brow at Peter, and he had a feeling that wasn't a good thing.

"In my defense, at the time, I didn't think he was gonna  _use_  it." Peter quickly defended himself. "At least, not until it was tested more. But my point is, that serum would be nearly impossible to even get  _close_  to replicating. I'm the only person who knows the Decay Rate Algorithm, aside from Connors, and without it, the serum is basically poison. If Goblin's powers come from something similar, how did he manage to do it?"

"Didn't Connors work at Oscorp? Maybe somebody there would know." Daredevil suggested.

Phil shook his head, "Norman Osborn has some kind of vendetta against SHIELD. If we wanna go poking around, we need something more concrete than theories."

Skye shrugged, "It's a long shot anyway. I'm sure FitzSimmons will find something at the site."

"By the way, why do you call them that?" Peter asked, leaning forward. "Like, why not call them two separate names?"

"Well, don't tell them," Skye grinned wickedly, "But it's their ship name. They're so cute together, I just- Agh! I have so many feels. They just need to date."

"Then they need to get married." Ward added.

"Agreed." Phil nodded.

Then his phone went off, and Peter couldn't help laugh along with Skye at the ringtone. Phil avoided their gaze as he answered it, a pink tint coming to his cheeks. "Hello? Yeah, we're pretty much done here, what about you? Well I'll be damned. Okay, we'll meet you there. Well, then tell him to shut up, you're in charge right now. I'm not hearing this. Just hang on, we'll be there soon."

Phil rolled his eyes and hung up, then turned to Daredevil. "That's one annoying friend you've got, there."

Daredevil scoffed, "Tell me about it."

"So what did they say?" Skye asked Coulson.

"It seems like we're headed to Oscorp after all. They're tracing some weird energy signal or something, and that's where it leads." Phil explained.

"Hold up. It's like, the middle of the night. No way anybody's gonna let us in right now, SHIELD or not." Ward crossed his arms seriously.

Phil turned to Skye, "Do you think you could get us in?"

She bit her lip and thought for a moment before answering. "Oscorp has some pretty advanced security, and I don't have a direct access to their mainframe like I did here. It could take a few hours."

Peter shook his head. "We don't have time for that. The Avengers have been missing for too long already, and we don't even know if Oscorp is where they are right now."

Ward glared at him. "Well, unless you have a better idea, kid, then they're just gonna have to wait."

Peter glared right back at him. He did have a better idea, but honestly, the more he thought about it, the less sure about it he was. There was so much at risk… but the Avengers needed him. His friends, his  _family_  needed him. Wasn't that more important than anything else right then? He took a deep breath, then said slowly, "Actually, I do know how we can get in. No hacking necessary."

Phil raised his brows at him. "And how are you gonna do that?"

* * *

"I know Scott said you were a teenager, but  _wow."_ Wasp shook her head, "Have you even hit puberty yet?"

"This is so stupid." Peter muttered. In order for his plan to work, he couldn't be in his costume. So he put on some regular clothes over the flashy red-and-blue of his suit, and took off his gloves and mask. He figured half of the people he was working with had seen him without the mask, already, and the rest knew his name now, anyway. What he hadn't accounted for, however, was that they would be so  _mean_  about it.

"Oh, cheer up, Peter." Simmons smiled at him kindly, "I think you look lovely."

"Like a cute little baby." Daredevil grinned. That bastard  _couldn't even tell._

Peter crossed his arms, and glared at the adults grinning at him. Now that his mask was off, they could see just how many dirty looks he was shooting at them. "I may be young, but I can lift a quinjet over my head, so you  _oldies_  can suck it."

"Whatever. Like you said, we don't have time for this." Ward sighed. "Just… do whatever it is you're gonna do."

"Right." Peter pulled out his phone and quickly found the name he needed in his sadly short contact list. "Watch and learn, super spies. This is how you break into a high security building."

*Click* "Peter? You better have a  _really_  good reason for calling right now."

"Aw, come on, Harry, don't be so glum."

"Parker." Harry growled, and Peter knew he was angry. He  _never_  called him Parker. "It's three in the morning. I was asleep.  _What is your problem?_ "

Okay, Peter. Time to put on a show. He lowered his voice and explained, "Look, I'm really sorry, Har. I just… I can't go home right now. I would just sleep outside, like I used to, but… um…" He lowered his voice even further, "I've seen this same van like,  _three times_ , and I didn't know what to do, and I'm sorry I called you so early-"

"Peter, calm down." Harry said, any trace of anger now gone.

"Seriously Harry, I'm really sorry-"

"Listen, I don't care what time it is. Just tell me where you are, I'll come get you."

"I'm downstairs, actually. I just need you to let me in. I'm really-"

"Alright, I'm getting up, just hold on a sec."

"Thanks, Harry, I owe you one." Peter breathed. He heard Harry hang up and lowered the phone from his ear, then turned back to the others. They were all just… looking at him.

"What?" He asked.

"Dude." Scott shook his head, "That was  _good_. Even  _I_  want to help you out, and I know you were lying!" He then gave Peter the fakest, sappiest look of pity ever and raised his arms to him, "I fell like I should give you a  _hug_ , or something-"

Peter wasn't sure who smacked the man harder, Daredevil or Wasp.

"Ouch!"

Peter rolled his eyes and said, "He'll be down here in a minute, so Ant-Man and Wasp need to shrink down, now. The rest of you are gonna stay here in the van, right?"

"Yep." Fitz nodded, "You just keep Osborn distracted, and once those two get in, we'll find what we can on Green Goblin."

"Okay, but you gotta keep in mind, Harry doesn't know I'm Spiderman. I need it to stay that way." Peter said tensely. The more he thought about the plan, the more stressed out he got about it, especially since he was getting his  _best friend_  involved.

"No worries, Spidey, we won't blow your cover." Wasp said sincerely, and gave a smile that Peter almost felt comforted by. Almost.

With that, Scott and Wasp shrunk down, and Peter climbed out of the surveillance van with his school backpack over one shoulder and the two other heroes somewhere on the other. He headed for the back-entrance to Oscorp Tower, where Harry always told him to go if he wanted to come over.

Peter wasn't exactly sure  _where_  Scott was, but he heard him when he said, "Hey, I just thought of something. Our whole group is made up of people named after insects! You know,  _Ant_ -Man,  _Wasp, Spider_ man!"

This guy would get along well with Clint.

"Scott." Wasp sighed somewhere on Peter's left, "Spiders aren't insects. They're arachnids."

"Still bugs, though, right?" Scott said smugly, "I vote we go by Team Bug. All in favor?"

Peter was spared from answering by the door opening, and Harry standing before him in some pretty snazzy purple silk pajamas, and a pair of fuzzy yellow slippers.

"Hey, Harry." Peter smiled softly. "You don't know how glad I am to see you."

"Just get in here, Pete. You got some explaining to do." Harry sighed tiredly.

Peter nodded as he stepped in, "That's fair."

They were in. Now it was up to Scott and Wasp to do their part. Peter and Harry walked down an empty hall to a private elevator, meant specifically to give the Osborns privacy within their tower.

Harry was the first to break the silence, "Christ, Peter, you look like Hell. What happened?"

Peter sighed. Harry deserved the truth. He was his best friend. He deserved to know exactly why Peter was in his home at such an ungodly hour, and to know exactly what was going on.

Too bad we don't always get what we deserve.

"I just…" Peter considered what to say, keeping in mind the fact he was wearing a comm, so everything he said was heard by not only Harry, but SHIELD agents and some famous vigilantes. So no pressure, right? Finally, he decided to go with a half truth. "Tony and I got into this fight last night, and I kinda got kicked out."

Harry raised an eyebrow at him, "So Tony Stark kicked you out, huh? What did you do, go joy-riding in an Iron Man suit, or something?"

Peter gave a small laugh, "No. Well, maybe, but that's not why we fought. He just, well, it's complicated."

Harry didn't press the matter, simply nodding. "I can get that. Ole' Stormin' Norman and I fight enough. So is that why you weren't at school yesterday?"

Peter nodded, "Yeah, sorry about that by the way. I know you were needing my math homework."

Harry punched him in the arm good-naturedly. "Nah, it's fine. I just didn't turn it in, so you can help me with it, then we can  _both_  get the late grade."

"Gee, that sounds great." Peter deadpanned. Harry just punched him in the arm again, making him grin. Good old Harry. When Peter was too down to joke around, Harry always moved to fill the void. It was the cornerstone of their friendship, right along with Dad issues and not talking about their feelings. God, Peter felt awful to use him like this. To lie like this.

He knew it was wrong on every level to even be here, with everything going on. Hadn't he learned his lesson with Captain Stacy? Aunt May? Uncle Ben? His parents? But this was beyond his parents, and even Ben and May. The captain had died  _because_  of Peter getting him and Gwen involved with Spider Man. If the same thing happened with Harry because of this stupid mission, Peter didn't know if he'd be able to live with himself. So it couldn't happen. As much as Peter wanted to be a part of the action, he would stay up there with Harry and keep him out of harm's way. Not that it would come to that. Right?

"Well, I know I'm tired, and I'm guessing you didn't sleep in a house last night?" Harry phrased it like a question, as though he didn't already know the answer.

"Well, it depends on your definition of  _house._ "

"Four walls, not scheduled for demolition, preferably with heat?"

"Then… no, not really."

Harry sighed once more, "I've said it a million times, I hate it when you sleep on the streets, man. Why do you have to wait until you're in  _danger_  to come here?"

"You know full well, Harry." Peter huffed.

"Whatever, like I was saying, you can crash on the couch, tonight." They stepped into the large living room of the Osborn penthouse as the elevator doors opened. "We should be good as long as my dad doesn't-"

"So long as your dad doesn't  _what_?" asked a familiar voice from the kitchen. Harry froze as Norman Osborn stepped out of the shadows, his features twisted into a scowl.

* * *

**Tony Stark was not alone. Some deep fiber of his being was aware of this. Yet he felt so…** _**abandoned** _ **. Feelings were resurfacing, ones that he had run from for a long time. Feelings he had shut down after the loss of his parents. Feelings he tried to drown in alcohol. Feelings he threw into a wormhole, feelings he locked out with a glowing bit of metal in his chest.**

**But they loomed over him, trapping him, surrounding him. Once more, he felt like that scared teenager, wishing more than anything he could see his parents just** _ **one more time.**_   **It choked him, and though he was not alone, the loneliness overtook him.**

**And the hopelessness swept him away.**


	27. Just a Front

As soon as they were in the door, Wasp and Ant-Man jumped into action. Or, more accurately, off of Peter's shoulder.

Peter kept walking, and Scott knew that he would be busy with the Osborn kid from here on out.

"Okay, Hope, where to from here?"

"Scott, I don't have the schematics, ask the people in the surveillance van."

Coulson's voice came in over the comms, "You guys need to head to the basement. The upper floors of the tower are pretty public, but there are four high-security floors underground on the blueprints that don't show up anywhere else. If something shady is going on, I'd place my bets on it happening there."

"You got it, boss-dude." Scott replied, before tapping on some buttons on his helmet. "I'm gonna call in some friends to help speed up the search, though."

"Who?"

"Any ants within a mile radius that don't have plans tonight."

…

"My God, you were serious." Skye chimed in incredulously.

"I can't lift a plane or anything, but even Spidey can't talk to spiders. Your move, Peter!" Scott grinned.

"His comm is on a closed line right now, he can't hear you." Daredevil sighed.

"I'll tell him later."

"Scott, will you  _focus_? Time is kinda of the essence right now." Wasp hissed, hovering behind him.

"Fine, fine. Look, here come our noble re-enforcements, now." Scott pointed ahead, and, sure enough, there they were. A group of hundreds of ants were answering his call, and it looks really epic when you're the same size as them.

One of the winged ants came forward, and Scott recognized him as he nuzzled him affectionately. Since Ant-ony had passed (R.I.P. Ant-ony. You were the best ant ever.) Scott had started training with this one, and had named him Adam. It wasn't quite the same, but Adam was good enough for missions like this.

Scott climbed onto Adam's back and used the tech in his helmet to ask him to take to the air. As usual, it worked. Had he mentioned how much he loved Hank Pym? Because he really, really loved Hank Pym.

As they ascended, Scott cried, "Up and at 'em, Adam Ant!"

"Do you have to say that  _every time_?" Wasp said in exasperation.

"You're just jealous because you don't have any wasp friends."

She ignored him, "There's a vent. That's our way down."

They made their way through a network of ventilation shafts, occasionally taking wrong turns, only to be re-directed by Skye over the comms. It was weird, Scott had never met any of these people before today, and here he was breaking into a skyscraper with them. Of course, it's not like this sort of thing never happened to him. In fact, it probably happened way more often than it should.

He supposed this was what his life was, now. Shrinking down to the size of an ant, going on super cool missions, hanging out with Daredevil in costume bars. Scott wasn't sure when his life had gotten this awesome, but he wouldn't change it for the world.

Finally, they made it to the first sub-level floor.

They moved through the area, clearing it of both life and anything too suspicious. There was just some creepy-looking equipment, and a few gleaming tables that gave Scott a terrible feeling in his gut for some reason. It may have been the straps on them.

It was slow work, as the huge level was nothing but twisting hallways and door after door leading to various labs and closets. After a little over forty minutes, they moved on to the next two floors, this time moving separately. Wasp took level -2, while Scott went straight to the next one.

Wasp found more of the same.

Scott found a horror scene.

Behind three high-security doors and more cameras than Scott would have ever considered reasonable, there lay what could only be compared to a pound. There was row after row of cages lined up on one side of the open area. Unlike the two levels above, there were no separate rooms or hallways to get in the way of what Scott was seeing now.

There were lab rats, lizards, insects, and other small, typical lab-creatures. Then there were bigger cages, holding cats, dogs, monkeys, bats, eels, and dozens of other species. The first thing that hit him was the sound. Then it was the smell.

There was a cacophony of growls and whines and wails. Some were yowling in pain, others were simply whimpering in corners, or staring out blankly. Scott was a man of science, but even he knew this went beyond any semblance of humane. The whole thing made Scott want to break open each cage and set them free from this hell.

And give the cats and dogs many, many hugs.

But he had a mission. He glanced at a nearby cat, who seemed to be staring right at him through the bars of its cage. It was strange. There was no way the yellow-brown creature could see him from the cage, let alone know what he was. But it stared at him anyway. There was no yowling from this one, no hiss or growl. Simply a cold, emotionless stare that sparked too many of Scott's own emotions.

This was so wrong.

Scott took a deep breath and licked his dry lips. He had prepared himself for the worst tonight, but this damn cat was getting to him pretty badly. Finally, he mustered the courage it took to nudge Adam to move on. Before he moved too far, he made a promise to the tabby.

"Later. I'm coming back for you little guy, don't worry." Scott cooed quietly. He was probably too small to even be heard by it, especially as he whispered, but the sentiment was there.

He would be back.

Shakily, he glanced around the open space, and, seeing nothing to do with the Avengers, or any other superhero, he turned Adam around and flew back the way he came.

One more floor, and then they would be done. Scott couldn't help but be relieved. Whether they found what they were looking for or not, they would be leaving soon.

Just one more floor...

* * *

"Harry." Norman stepped once more toward the two teens, who stood frozen in the middle of the room. "Why don't you tell me why you're coming in at  _three in the morning_."

"Dad. I thought you were out." Harry mumbled, nervous under his father's glare.

"Don't change the subject, boy." Norman sneered, "Answer me."

"I literally just went  _downstairs_. God, dad, it's not even-"

"Do you think I'm stupid? I know all about how often you're sneaking out, causing trouble, doing shame to this family." Norman's eyes flashed dangerously.

"Dad, I swear, I wasn't! I just went to the ground level for a  _second_ , I didn't even go outside!" Harry protested.

"Sir, honestly, Harry is telling the truth." Peter added, hoping to help Harry out since it was technically his fault he had been out of bed.

Norman's gaze fell on Peter, as if noticing him for the first time. He blinked a few times, his mind reeling for answers, before he spoke once more, all anger swept away like dust beneath a rug. "Oh, Peter. I didn't… Harry, you were letting him in, then?"

Harry's shoulders slumped in relief, " _Yes_. He, uh, he just-"

"No need to explain, son." Norman waved away his explanation casually. "Peter, you're always welcome, anytime. Honestly, Harry, why didn't you just say so?"

It was amazing how quickly the man's mood had changed, but Peter wasn't complaining. From what Harry had told him, he didn't want to see Norman  _really_  get into it.

"Alright, then. Harry, I suppose you should get some sheets for the pull-out. You are staying for the rest of the night, right?" Norman turned to Peter, who nodded. "Good. While you're doing that, son, I think I need to discuss a few things with Peter."

Harry looked ready to protest, but Norman continued before he could, "After all, it  _is_  a little concerning that he's out so late. Peter, do you mind?"

What could he do? "Um, okay, Mr. Osborn." He kept his gaze turned to the floor, not daring to look at the pitying, helpless expression on Harry's face as he went to get sheets, as he'd been told.

Norman clapped a hand on Peter's shoulder and began to steer him toward a couch by the windows. "Come on, son. Take a seat."

Once Peter had dropped onto the couch, Norman stood over him, and asked gently, "Peter, why aren't you at home?"

Peter took a deep breath, then recited his cover story for the man, "I got into an argument with To- my adoptive father, and I can't go home right now." Was it the best story? No. But it was a lot better than 'Oh, you know, the Avengers went missing, and since I live with them and am a super-hero, I snuck a few vigilantes into your building by pretending to be in need of a place to stay the night. By the way, does Green Goblin happen to live here? Because that would be super convenient.'

When did the truth become so unbelievable?

"I see." Norman nodded thoughtfully, not looking at Peter, instead turning his attention to the city scape before him. "And when exactly was this?"

"Um, the other day." Peter mumbled.

Norman gave him a kind smile, "You must be tired. Peter, feel free to stay here as long as you need to. My home is your home."

Peter looked up at Norman, who had yet to sit down. He was being so… nice. Peter had never thought badly of him, and even considered him with respect. From what Harry had said, though, Peter had never expected to see this side of the man. Honestly, he wasn't sure it even existed.

But here he was, extending kindness to Peter in his time of need. He smiled up at him despite himself, relieved that, in spite of everything, not all was lost. Peter knew it was childish, and stupid, but in that moment he really wanted somebody to take care of him, to be like a normal kid. He had had a rough day, and this came as  _such_  a relief.

"Thank you." Peter said earnestly.

"I meant what I said before, Peter. You really are like a son to me." Norman's gaze turned serious, and Peter could tell he really did mean what he was saying. "So much talent, and a hardness that Harry could never hope to have. You're a survivor, Peter. Harry, sadly, just doesn't have what it takes. But no matter. That's nature's way, I suppose."

Peter stared at Norman. How could he say that? "Sir, I- I really am flattered, but Harry is your  _son_. He's such a great friend, I know he's-"

"He's painfully un-evolved, my boy." Norman shook his head bitterly, "I suppose it's not his fault, but he simply isn't on our level, Peter."

"Our level-?"

Ever so slightly, Peter's spidey sense jolted in the base of his skull.

"You know, ever since the dawn of Captain America, things have been different. We've been made aware of a higher form of being. Nowadays, with countless heroes, villains, so-called gods, and everything in-between, to be a regular human isn't good enough, anymore. Just you wait, Peter, it won't be long before we're all thrown into the deep end. You'll see that only the strongest, the outcasts with their powers and abilities, will manage to stay afloat."

Peter felt the hairs on his neck stand on end as Norman spoke, a heavy feeling of dread settling in his stomach like a rock. All of this sounded strangely ominous, and… familiar. He stared at Osborn, looking for some explanation in his eyes.

"All that I know is when that time comes, Harry and the others will sink straight to the bottom, and we'll be left to move on." Osborn's voice was low, and sent chills down Peter's spine. Something was wrong. He sounded weird, and the things he was saying…

"I-I'm sorry, sir, but I'm not sure-" Peter said nervously, biting his lip.

Norman whirled around, his eyes glinting green in the dim light. "Oh, come on, boy! You're smart! Connect the dots!"

Peter pressed into his seat, startled by Osborn's outburst. Something was very, very wrong, here.

Osborn stepped forward, and it took everything Peter had in him not to jump out the window as his senses screamed in protest. "Why are you really here, Peter?"

"W-what?"

"Tell me, why are you here, in my building? It wouldn't have anything to do with those agents outside, would it?"

"A-agents? What agents, I have no idea, I-I was just-"

"It's funny how you refused help last fall, when you were actually homeless, but as soon as Stark Tower is breached, you turn up here, helpless and desperate. It makes you wonder, doesn't it?"

Peter forgot to breathe. His heart jumped into his throat, making him unable to speak. He simply stared at the man before him, any kindness he may have seen before now gone completely, replaced with cold, sharp intelligence and something else, far, far more unsettling.

"How… how do you know about all that?" his words were supposed to come out strongly, but were, instead, nothing more than a terrified whimper.

"Oh, my dear Peter. I've known about this for some time, now. About everything. It amazes me that, as smart as you are, you thought you could hide behind a mask." Norman was practically leaning over him now, cornering him.

"I-" Peter choked, not knowing what to do. His panic was making it hard to think.

"And the worst part? I knew that this is  _exactly_  what you would do. Because you still haven't learned your lesson about getting close to people. You still try to save them, but you're only making this harder."

Something clicked in that moment. With Norman leaned over him, hands on the back of the couch on either side of Peter's head. It came to him like a shock, and it took everything he had to speak. "It… It was you. You're-"

Osborn was only inches from him now. Their noses were practically touching, but Peter couldn't move. "I'm just like you, Peter."

"N-no! Get away from me!" Peter pushed the man away, finding his courage. Norman was the Green Goblin. He was the Green Goblin. He was the Green Goblin! The thought filled his head and swirled around.

Norman caught his balance quickly, and growled, "Peter, you need to listen to me. There's no need to fight me."

Peter sprung to his feet and faced Osborn in a defensive stance. "You did it! You broke into the tower, and you… did whatever you did to them!"

"So what?"

"Why!? What did you do?"

"Peter you need to calm down. We can settle this like adults."

"No! Tell me what you did to them, or I swear, I'll fight you right now!"

"Peter hear me out. You asked why. Let me explain."

Peter made no move to relax his stance. He didn't want to listen to this man. He wanted to beat his face in until he told him where his family was. But he stared at him, shaking with emotion and clenching his fists.

Norman seemed to take this as a sign he was listening. "Surely you've realized by now that the Avengers, for all of the fuss about them, aren't anything to be impressed with. Not like you, Peter. They were all coerced into being what they are. And even that is nothing special. Heroes? No, they're soldiers, being told to save the day. Following orders."

"They're the most selfless people on Earth." Peter growled.

Norman shook his head sadly. "You've been deceived, boy. I suppose you can't be blamed for that, as Tony Stark  _did_  take you under his wing. But the fact is, they are below you. Below us."

"That doesn't mean you have to hurt them!" Peter cried, his voice cracking. "What the Hell? I get that you have problems with me, but you need to leave them out of it!"

"You don't get it! It's not  _you_  who I have problems with! How many times do I have to say it, you might as well be my own flesh and blood! They just keep getting in the way of that!"

"You're insane."

"Perhaps. But you'll come around."

"What's  _that_  supposed to mean?"

Osborn's grin was sickening, and now Peter wondered how he could have missed what he was; a monster, masquerading as a man. "We're all getting tossed into the deep end, Parker. You might want to take a deep breath!"

With that, he lunged at Peter, a knife glinting suddenly in his hand. He lashed it at Peter's side, and he quickly twisted out of the way, only avoiding the blade due to his speed, and the buzz from his spider sense. He whirled around and threw a fist at Norman's face, only for him to duck beneath it, and slash at Peter's stomach, missing by only a centimeter or so.

Peter was really getting fed up with his identity getting out, tonight.

He tugged up his sleeves to free his web-shooters from their hiding spot on his wrists and quickly aimed them at Osborn, letting loose a long stream toward his face. Within the same moment as Peter's move, Osborn was already dodging to the side of the webs and moving toward Peter again. He was so fast that even Peter, with his advanced senses that seemed to slow down every fight he was in, was having a hard time keeping up.

There was no way Norman was a normal human being.

He slashed and lunged for Peter over and over, giving him no time to think through his panic, and sending him on the defensive. He stumbled backwards through the living room, shooting webs when he could, but mostly just trying not to get caught by Osborn's outstretched hands or the knife.

Peter connected a web with the blade in an attempt to pull it away, only to be pulled closer by Osborn instead, straight into his waiting fist. Without the costume, Peter had almost forgotten just how strong the Green Goblin was. As in, really freaking strong. Which was really, really bad news for Peter.

He fell back from the impact, a hand shooting up to his throbbing nose on instinct. As he moved backwards, the backs of his knees hit an ornate couch, causing him to fall over it, onto his ass. Osborn wasted no time in taking this opportunity to attack. He threw himself over Peter, grabbing his wrists and slamming them to the floor.

Peter wriggled under the man's weight and grip. An involuntary yelp escaped his throat before he could stop it. Osborn grinned in the dim lighting, and Peter knew that his own emotions were right there on his face. There was no mask, no reflective lenses, no secret identity with a facade of a much older man to hide him from his enemy now. Without his mask, he was clearly just nerdy, pitiful, weakling Peter Parker, who was way out of his league.

Without his mask, Norman was somehow even more terrifying.

"Come on, Peter, we don't have to fight. You must be so tired. Why don't you take a nap?" Norman pressed his elbow into Peter's wrist, keeping him pinned while leaving his hand free. The knife dropped to the floor beside Peter's head, only to be replaced by something far more menacing.

A syringe, with a thick, syrupy orange liquid sloshing inside.

Peter bit back a scream as his spider sense rang like a fire alarm. He thrashed, kicked, clawed at Norman's arms, all to no effect. It was like the man was impervious to anything Peter tried, like his strength, so much more than even Captain America's, was nothing to him.

What kind of monster was he?

Peter could do nothing as the tip of the needle slid into his neck, and the cold liquid seeped into his bloodstream. He choked out a helpless sob, and hot tears welled in his eyes. This was wrong, this wasn't supposed to happen. He was supposed to help the Avengers! Now his best friend's dad was a super villain, and he had lost.

He had failed his impromptu family. He had let everyone down. Again.

His view was filled with Norman Osborn's twisted features, then darkness danced at the edge of his vision and began to swirl across his eyes. His eyelids felt so heavy. He had had enough experience with sedatives to know he wouldn't last much longer. He was falling. He was failing. His struggles went from desperate thrusts to barely more than twitching. He was too weak. He was so, so weak.

Norman seemed to know this too, for he pulled away from Peter, then, releasing his wrists and leaving him to lay there like the failure he was.

He brushed off his suit, and though his mind was swimming, and the dark room was spinning, Peter couldn't miss the green sheen of his eyes. He spoke softly, almost gently, "Now, now, Peter. It's nothing personal, I just need to know you won't be making any trouble for me for a little while. Besides, a growing boy needs his sleep."

He came up and crouched beside Peter, who was barely even lucid at this point. "Go on, Peter, stop fighting it. Get some rest. Sleep."

Whether he liked it or not, that's exactly what Peter did.

* * *

"Hey, Hope, you done, yet?" Scott asked as he made his way down the vents. Just one more floor. Just one more floor, and he could go regroup with the agents in the van. Or maybe he would find the Avengers and bust them out all shawshank redemption style! Or maybe he would be done after this and get to go home and see his beautiful daughter, Cassie, tomorrow.

This next floor was all that stood in his way.

"Yeah, I didn't see much of anything. I'm headed for the bottom level, now. What about you?" Hope replied over the coms.

"I… I'll fill you in later, but I'm headed down there, too."

"Okay, then. I'll see you in a few minutes."

"Fly carefully. No texting and-"

"I swear to God, Scott."

Yeah, she loved him, he thought smugly.

He urged Adam forward as the wave of ants scuttled not too far behind. His mini- battalion had been going through the floors with him all night, but if they were tired, they weren't showing it. Man, ants are awesome.

Up ahead, Scott saw the grate that would lead out onto the last floor. Perfect. It took no effort for him and his army to slip between the metal slats, leaving them to either crawl down the wall or hover slowly into the open air. Of course, since a ton of buzzing might have drawn unwanted attention, Scott directed his steed to walk with the rest.

As Adam carried him into the space, Scott looked around. It was… well,  _disappointing_. Well, maybe that was the wrong word. Underwhelming? Boring?

It seemed to be, for all

intents and purposes, an empty space. Aside from a few pipes and beams running from the ceiling to the floor, and the odd scattered desk or chair, the whole huge room was abandoned.

Deciding it was safe, Scott had Adam take to the air. After all, if there was nobody around to hear the buzzing, it couldn't hurt to take the high road.

Apparently, he wasn't the only one who thought so.

"Well, long time no see, stranger." Scott called out to wasp as she zoomed past him on her own wings.

"I  _wish_  I was a stranger to you." she huffed in reply.

"That hurt, Hope. Really, it cut me deep." Scott deadpanned, "But let's get real for a minute, here. Are you seeing anything? Because this looks like a whole lotta nothing to me."

"I'm running a scan, but I haven't picked anything up, yet. Any word from our cohorts?"

Oh, right. She had stopped wearing her 'Ant-Com' when she became Wasp. She had said it was because it didn't match her motif, but Scott was pretty sure she was gunning for Hank to make her something to let her talk to wasps. Honestly, that didn't sound fun in any way, but who was he to judge? "Nope, but they've only covered half of this level."

"It can't be this easy, can it? Why all of the security if there's nothing here?" Wasp wondered.

"Maybe there was, but now there's not? Like they moved or something?"

"But that makes no sense. Why would they move? It's not like they could have known we were coming."

"I don't know. But I have a bad feeling, Hope."

"I told you to go to the bathroom before we left Stark Tower."

Scott rolled his eyes behind his visor. "You know what I mean. I don't know if it's something the ants are picking up, or if it's just a gut feeling, but there's something about this place."

Wasp sighed and turned to him, a good three feet away. Normal size, that would be totally normal, but like this, it was like they were on opposite sides of a football field. Thank goodness for coms.

"I know what you mean. Should we leave?" She asked, and Scott caught the saddened rise and fall of her shoulders. Spidey was gonna be disappointed. Not that they all weren't, but it seemed he was way deeper in this than the rest of them.

"I guess it was a long shot al-"

"Hold on!" Wasp stuck out her hand in front of her, like she was listening intently to something. After a moment of tense silence between them, she spoke again, "Do you feel that? The draft?"

"Um, we've been traveling through the vents, Hope. Of course there are-"

"No that's exactly it." She shook her head impatiently, "Scott, if they were on, we would know, because we would have had to deal with the winds."

Realization dropped on him like a bucket of ice water during Cassie's 'prankster' phase. "Shit, you're right. So where's the draft coming from?"

"Why don't you ask the insects with antennae designed for detecting stuff like that?" Hope sighed.

"Oh, right." Scott hurriedly tuned in with the ants below him, urging Adam to swoop in closer to them.

"Hey, guys." He murmured soothingly. He knew he didn't technically have to talk out loud to connect with the insects, but somehow, he could tell they liked it better when he spoke to them like this. Or maybe he was imagining things, but it couldn't hurt either way.

"You feel that draft? Can anybody tell me where it's coming from?"

They responded. Well, responded is a bit of a stretch. As most people are well aware of, ants can't actually speak. But with the headset Hank Pym had designed and given to Scott, it worked to warp the thoughts he sent out to them into signals their antennae could receive,and understand. In turn, the signals they sent went through the wires and gave information to him.

It was hard to describe what it was like, the things he was sent. He wouldn't hear a voice, feel a vibration, or anything else that he could translate. He would simply get a feeling that raced around his brain, and filled his thoughts like a fog. He wouldn't hear anything, but he know, in the next moment, what he had been told, as clearly as if it were a memory, or something he had always known. It took lots of getting used to, and tons of practice to even send the weakest thought to an ant, but now this method of communication was like a second tongue to him.

The message reached him, and it was clear what they had been saying. " _Far wall. Crack in smooth. Wind comes out."_

Scott looked up to see said crack ahead of him. "You mean that there's an opening?"

One of the ants directly beneath him and Adam raised off of his front two feet then dipped his head back toward the ground, almost like a nod. " _Yes! Open."_

Scott gave a curt nod down to the ant and steered Adam toward the crack. All along the wall, there were countless panels where sections of concrete came together. But this panel, upon closer inspection, was separate from the wall it was set into. Kinda like

"A door." Wasp breathed into her comm.

Scott landed on the floor and dismounted from Adam. Once the ant was a good few inches away, Scott clicked the button beside his thumb and rose to his proper size. "If this is really a secret door, then we'll probably have to break in, seeing as the crack in the wall is too thin to slip through. If only one of us were any good at stuff like that, huh?"

He didn't even flinch as Wasp grew beside him, probably not wanting to be stepped on by Scott on accident. Again. "Just open the damn door, Scott. We don't have time for you to flaunt around and boost your ego."

"Hey, no need to be snippy. That's Rodrigo's job."

"I still refuse to believe you've named all of the ants in our house."

"See, that's gonna hurt his feelings, and then Rodrigo's gonna be even snippier. I hope you're ready to apologise to him when we get home."

"He's an  _ant_ , Scott. I think that suit's turning your brain to mush."

"Shh! These guys can hear you, you know."

"Ahem." Coulson cleared his throat over the coms, and Scott remembered for the first time in nearly an hour that somebody was listening in. "If you two are done arguing over whether or not ants have feelings-"

"Right, right." Scott nodded, despite the fact that there was no way for Coulson to see it, "We're on it, suit-agent-boss-guy, sir."

"So how are you gonna get it open?" Wasp stepped toward the panel and put her palm against the concrete. "I don't think it'll be as easy to breach as Hank's."

Scott frowned and placed his palm next to her's. She was right, of course. In hindsight, it had been almost too easy to break into the safe door on that fateful night, all those months ago. Aside from the difference in material, there was no equipment lying around to aid him this time.

"Well, I do have an idea, but I would need ten pounds of sugar, an industrial sander, and a few canisters of-"

"Or," Wasp interrupted him as she slid her hand across the panel a few times, until a previously deactivated holographic screen appeared before them. "There's a way for people to get in and out without blowing the door up."

"Oh." Was all Scott could think to say.

Once the screen was activated, and they found that it was a simple seven-digit code they had to figure out, it didn't take long to get past. Thankfully, Scott had thought to stick an electric lock-decrypter in his belt before they had left. Yeah, that was a thing he had strictly for super-hero stuff. Nothing else.

The door popped open with a heavy click, and a low hiss. It slid barely a centimeter to the side, and a slow tendril of fog seeped through the barely widened crack. Scott turned to Wasp, who gave him a silent nod that said a million unsaid things. They returned to insect-size and crept through the door.

What was once a step became a short trek. Scott strode forward with Wasp, resisting the urge to reach out and take her hand into his own.

Then, as they emerged from the doorway, and entered the cold, foggy space, he had to resist the urge to run for his life.

There were no words for the sight before him. All Scott could think was, " _What the Hell?"_

The door slammed shut with a *bang!*.


	28. Electrifying

**Notes for the Chapter:**

> I AM SO SORRY. Life has been so busy lately, but that's no excuse for not updating for a month. That was shitty of me. So here are a few chapters at once. Really, I'm super sorry guys, I promise I'll update again really soon.

This was so weird. Skye's whole day had been weird, from hacking into the Stark Tower mainframe  _from the inside,_  to meeting four pretty well-known vigilantes in the Avenger's living room. Like, how awesome was that?!

On top of all that, she had not only gotten to meet Spiderman, but talk to him, too. She found out some cool stuff, once she got over her whole,  _holy shit I'm talking to Spiderman_  thing she had going on.

Like his name was Peter, he was apparently still in high school, he didn't like spiders, and he had told her a story about how Tony Stark once drew a sharpie mustache on Bruce Banner while he was sleeping to see if it would stay when he turned into the Hulk. For science.

Skye liked him. She'd actually been looking into Spiderman for a while, ever since her days in Rising Tide. As a street-level vigilante, he had been drawing a lot of interest from online groups and SHIELD alike for months. Now she was listening to him over a wire, talking to his friend about  _homework_  of all things.

Yeah, definitely weird.

Then there was Daredevil, standing stock-still behind her. Funnily enough, she didn't find the man too intimidating, just a little unsettling. Like, she trusted him in the same way you trust three-inch glass separating you from the alligators at the zoo.

Apparently, despite his lack of headphones, he was listening in on Spidey's conversation as well, since he scoffed under his breath, "Homework."

Skye turned to him with a smile, "I know, right? Somehow, I never imagined the amazing Spiderman was stressing out about his grades."

"Well, you can't be a superhero all of the time." Daredevil wasn't looking at her, but Skye got the distinct impression he was staring.

"I know, but still, I would have thought his civilian side was worried about taxes or work or something. And… that sounded a lot less stupid in my head." She rolled her eyes to herself.

"I guess I can see where you're coming from. After all, who would expect a teenager to do what we do?"

"So you're saying you're not secretly still in middle school too?" Skye asked, her mouth cocked in a mocking half-grin.

"Oh, please, I don't have the voice of an elf." Daredevil smiled softly, "But when I first met the guy… well isn't it obvious? How young he is?"

"You knew?" Skye looked up at him, searching for some kind of expression on his half masked face.

"Well, duh, have you met the guy? As soon as we finished the first fight we were in, I noticed."

"Well, what did you do?" Skye leaned forward, her elbow pressing into the armrest of her chair.

The man paused for a moment, deep in thought. Then he simply stated, "He wanted to race. So we did. I won, by the way."

Skye blinked in surprise, "You raced him? You- Daredevil- had a race with Spiderman because he wanted to? Really?"

"You obviously don't know him that well." Daredevil shook his head ruefully, "That kid is like a puppy. So excited about everything, it would break your heart to shut him down. And, again, I won."

"I think this is my favorite conversation I've ever had."

Daredevil gave a bark of laughter, and Skye returned her attention to the coms with a smile. Superheroes are so cool. Speaking of, what happened to Spidey?

Skye listened closely to her head-set, but heard only static, where she should have been able to hear what the world's youngest vigilante was saying.

"Hey, Coulson? I think there's something wrong with Spiderman's comm, I can't get a signal from him."

Fitz turned in his own chair with a frown, "Let me take a look." He came to Skye's side and fiddled with some knobs, then inspected her headset. "Well, there's nothing wrong on our end. Do you think something happened to his ear-piece?"

"Could be." Ward nodded.

Daredevil's lips stretched into a disapproving line. "He could have run into trouble. Should we send in back up?"

Skye was pretty proud of her growing ability to read her team-mates. This is part of why she as able to pick up on the small crease between the eyebrows on May's otherwise un emotional face. "While this isn't really a good thing… Coulson, thoughts?"

He sighed in a way that made everyone in the van feel older. "While this is a concern, Spider-man is just acting as a distraction at this point. We need everyone available in case Ant-Man and Wasp find anything. Besides, interaction with Spidey at this time might blow his cover."

"So we just let him go without any fail-safe? If something happens up there, we won't have a clue. Hell, he could already be in trouble, and we'd have no way of knowing." Daredevil spat.

"Hey, there's no need to be so aggressive, we're all on the same side." Coulson said, keeping up his calm facade.

"Are you sure? Because what I'm hearing from you right now is, ' _let the bait do his job._ '"

Skye didn't know what came over her, but one moment she was watching an angry super-human vent at Coulson, and the next she had a comforting hand on his wrist. Daredevil tensed and went completely still beneath her touch. Then, to her surprise, he let out a shaky breath.

"Just try not to get the kid killed." he growled, then shook off Skye's hand and moved to the back of the van to sulk. Coulson gave her a look that very clearly said, ' _Damn dramatic vigilantes.'_  Yet it was tinged with something else that Skye kinda wanted to say was pride. But probably wasn't. Because, you know, why would Phil be thinking that? You know what, just forget about the whole pride thing anyway. It doesn't even matter…

Ward leaned toward her and muttered, "Are you good?"

Skye nodded and returned her attention to the coms. If Peter couldn't be reached, she might as well patch in to the line Ant-Man and Wasp were on.

The next hour went relatively smoothly. Despite the occasional bickering, the others were pretty efficient as they moved through the floors. In fact, they weren't much use at all past the first two floors, when the insect-themed heroes seemed to be able to find their own way.

Coulson only had to speak up once after they got to the fourth floor, and even then it was just to stop an increasingly tedious argument about whether or not ants have feelings. Sky listened through it, and basically got the jist which was this; Ant-Man and Wasp are actual five-year-olds, and possibly live together. Also, Ant-Man was really attached to his bug friends.

Skye was about to express this thought to Daredevil, because it kinda fit with what they were saying earlier. However, when she turned in her seat she saw he was standing frozen, like a rabbit that thought it heard a threat in the underbrush. Skye didn't really know him well, but body language like that from anyone would be enough to set her on edge.

"Hey, Daredevil?" She started slowly, though he didn't respond, "Um, what's the deal, man?"

"Shh."

Skye raised her brows in surprise. "Excuse-"

" _Shh_."

Despite herself, Skye found herself shutting up. Who the hell did this guy think he was? She glanced over at Fitz-Simmons, who gave her identical looks of, " _I have no idea.'_

Then, in the span of a heartbeat, Daredevil was yelling "GET DOWN!" and tackling Skye and Ward to the ground. There was a loud crash, the scraping of metal, shattering glass. The whole world rocked and turned upside down, then Skye realised the van was rolling.

Daredevil was taking the brunt of the impact as they slammed against the ceiling, then the wall, then the floor, then the ceiling, then the row of equipment against another wall as they finally came to a stop. The crashing of the metal and crunching of glass turned to silence. It was unsettling, and Skye couldn't seem to get her bearings.

A cough came from the front of the van, and Fitz spluttered, "What  _the Hell_  was that?"

"Is everyone alright?" Daredevil groaned from under Sky and Ward. He'd had them pulled close to himself and rolled with the van to act as a sort-of cushion. While it was a nice gesture, Skye was now lying on top of a guy in a mask and clad in head to toe leather… So it was both nice and weird as heck.

"Um…" She rolled off of him and shakily turned to survey his injuries, "Yeah, thanks. What about you?"

His reply was muffled, and Skye could barely hear him over the coughing and movement now filling the sideways cabin, but she thought she heard him say, "Not my first crash, not my last." and, a moment later, " _This_  is why I don't drive. Blindness be damned…"

Ward was on his feet first, followed immediately by May, who pulled Coulson to his feet. Fitz and Simmons were helping each other, though both were visibly shaken. Ward yanked Skye off of the ground, then moved to help Daredevil, who waved him off and stood on his own.

"What just happened?" Coulson asked, obviously directing the question at Daredevil.

The vigilante slid out his batons and took a defensive stance, "We were just attacked, and I think it's best if we have this conversation later."

Fitz paled at that, his face falling with fear, "Wait, what? Attacked? By who?"

Not paying Fitz any attention, Daredevil took off and burst out of the back of the van. May followed his lead, pulling Coulson along. Skye exchanged a look with Fitz-Simmons and Ward before tearing out of the van after the others.

And… okay, wow.

In her days before SHIELD, when Skye as with the Rising Tide, she had, of course, learned about all kinds of new enhanced individuals starting to pop up. There was one guy who could bite through any material, and this woman who had bio-luminescent blood (Which looked super cool, by the way.). However, she would have recognized these two even without her past experience, seeing as they were pretty famous as a part of what was shaping up to be 'Spiderman's Rogue Gallery'.

One was lumbering toward them and shaking his head to dislodge a car door from his horn. The other was already right in front of Daredevil, his sparking skin casting a yellow glow across the red-clad hero, making him appear to be on fire, just as his namesake would suggest.

Skye couldn't help the squeak she made at the sight, though whether it was from excitement or fear, she didn't know. Maybe both. Or maybe she was a mouse in a past life.

Of course, Skye had a hard time imagining herself in an outfit like Electro's in any life. Seriously, the yellow and green was hard enough to stomach, but his mask was downright  _ugly._

"Huh. That's funny. Rhino, didn't Goblin say the people in this van were a threat? It looks to me like a bunch of harmless civies." Electro jeered. His voice was hard to describe. It sounded like it was coming from far away, through a phone call with bad reception. His words crackled and fizzed, and sparks escaped his lips as he spoke.

"I'm sorry, what was that?" Coulson asked, crossing his arms as though he wasn't just attacked by these two high-profile villains. "Are you getting over a cold or something? You don't sound too good, man."

Rhino boomed in laughter, before speaking to his associate, "HAH! He is right, you sound very badly! Like broken radio-" His russian accent was both easier to describe and to understand.

"Shut up you idiot!" Electro snapped, before facing Daredevil again. "And you, devil. What are you doing here? I thought you were busy micro-managing Hell's Kitchen."

He merely shrugged and said, "I've been told it's good to get some variety."

He then reared back his fist and decked Electro in the face.

Electro, of course, was  _not_  expecting that. It was with a bit of sadness that Skye noted that with both Ant-Man and Spidey gone, there was nobody childish enough to make the joke about how 'shocked' he looked in that moment.

Then she was too preoccupied with the  _two angry supervillains_  to care.

Electro sprang forward to retaliate against DD, his hands outstretched and shooting out bolts of electricity almost too fast to comprehend. Skye could do nothing but watch as Daredevil went low and leaped toward Electro, barely getting past the electricity without getting zapped. His baton connected with Electro's abdomen, causing the man to yowl in pain and swat at Daredevil's head, which was now unfortunately in reach.

Skye's attention was ripped away from their fight as Rhino began yelling and crashing toward her and the rest of her team. He didn't exactly charge, which is what Skye had been afraid he would do. No, he did something much better.

He picked up the battered surveillance van and threw it rigHT AT THEM, JESUS CHRI-!

Skye hit the dirt, and the van missed her head by inches, whipping the loose strands of her ponytail along with it in the gust it created. Luckily, Fitz-Simmons were already crouched behind a nearby dumpster, while the rest of the agents were, well, badasses. They were more than ready for Rhino by the time he lumbered over to them.

They didn't need powers to hold their own. Ward leapt into the air and took a hold of the horn Rhino had leveled at them while May and Coulson shot forward to the underside of the armor. Coulson pulled out a pistol and quickly emptied it of a round of bullets directed at the man within the armor. They didn't even make a dent in the thick metal. Coulson frowned and threw his pistol aside, instead opting to go at the suit with his taser-pen. May dropped and rolled to the side as Rhino's foot came forward, narrowly missing her left side.

Skye's heart dropped as she realised; there was no way they would be able to bring this guy down. But May, Ward, and Coulson could keep him busy until somebody could.

Skye ran over to Fitz-Simmons, who were still crouched by the dumpster. Out of everyone, they were probably the least qualified for hand-to-hand combat.

"Tell me you have some sort of black hole grenade or a lava gun that we can use!" She hissed to Fitz, who made a face at her.

"Really Skye? A lava gun? Did you get that idea from the Minions movie?"

"Are you saying you don't have one?"

"Of course not, I'm not a child!" Fitz rolled his eyes at her.

Simmons narrowed her eyes at him, "We went and saw that movie together, Leo-"

"Are we really having this conversation  _right now_?!" Fitz said in exasperation. "Look, I may not have a lava gun, but I think I may have something that will help. But it's in a bag in the van."

Skye nodded, "Alright, I'll go get it. You stay here, and keep your heads down."

Without checking to see if they were going to listen to her, Skye turned and ran across the street, where the van had been tossed before. She thought back to her old van, the one where she had been living before joining SHIELD. That thing had been her baby as well as her home/base of operations, so she was really, really glad it didn't end up looking anything like this one. While it had been black at the beginning of the night, much of the paint was now gone- the silver and white of the metal beneath it now showing. It was crumpled in a way that made it look more like a discarded chip bag than a vehicle.

She could still hear the fighting going on behind her. Crackling electricity, grinding metal, grunts of effort. But she let the battle move to the back of her mind, in order to allow herself to focus on the task at hand.

' _Find the bag, get it to Fitz, kick some ass, save the day.'_ she recited to herself, trying desperately to keep her cool. Easy.

Skye moved to the back of the van where, unsurprisingly, both doors were missing. "Alright, sweet. Easy access." she said to herself under her breath. Climbing over some equipment and furniture that had been displaced by being thrown around, she went over to the console where Fitz-Simmons had been working.

"Fitz said it was under his console, but then this thing got flipped, and tossed around like a dodgeball, and the console is technically built into the floor now, not the wall, but how many bags can there be in here? Not many, I hope."

Thinking out loud never hurt anybody before. So what if it seemed like she was talking to herself, it had been a long day, okay?

"Oh, wait, there's a backpack. Do you think he meant that or- no. No wait… yeah, it's probably this sketchy-looking one. Of course. Oh! It's heavy! Yeah, that must mean it's the right- AUGH!"

She wobbled and fell to her hands and knees as the van shifted once again. The familiar groan of creaking metal filled her ears, and the whole thing felt like it was being lifted into the air. Which it was. Crapcrapcr _apcrap_ …

The floor rose to become the wall, and Skye rolled along with the van. She couldn't lose her bearings again, not this time. She had to get out of here. As almost an afterthought, she snatched up the heavy bag, which was about as long as a golf club, and threw the strap over her head.

The ground jostled as Rhino took a step, and raised the van even higher above his head. Skye crawled quickly over to the back of the van, scattering papers, bits of machinery, and glass shards. Looking down, she saw she had to be fifteen feet from the ground. Rhino took another step, making her fall to her stomach.

"Okay." Skye gripped the edge of the opening, and squeezed her eyes shut tightly. She let out a slow, deliberate breath, opened her eyes once more, then murmured, "I got this. I'm the boss, I'm the boss, I'm tHE BOSS!"

With that she threw herself forward and out of the van, the bag tugged behind her loosely over her back. Fifteen feet. Into cracked, uneven concrete and asphalt. And fighting. She jumped not a moment too soon, as while she was still in the air, Rhino reared back and slammed the van down with a roar.

Her friends barely rolled out of the way in time.

*SNaP!*

The crack was followed by a scream of pain, ripped from Skye's own lips. Icy-hot pins and needles raced up her left leg, and a white haze filled her vision. Oh, God.

She blinked a few times, both to try and clear away the white haze and to blink back the tears welling at the base of her eyes. Her breath was coming in ragged gasps, and her heart was stuttering in her chest. Something was very, very wrong. Oh, God.

Okay, Skye, focus.

It took all too long for her to get her thoughts together. It was like each time she tried to focus, to take hold of a rational idea, it would slip through her fingers like a minnow in shallow water, and escape her completely. Finally, though, she did manage to make a short list of important things.

1)Her leg was hurt. She probably hurt it when she fell. Did she fall? Wait, yes, yes she fell, and that's when she got hurt.

2)There was a fight going on around her. It had fallen into the background, but it was still there, on the edge of her attention span. It was like her brain was trying to draw attention to it, like it could be important, but she wasn't really listening to that just yet.

3)She had to get to Fitz-Simmons. All of the rest of her minnow-thoughts were flitting past, but this one was there, refusing to be scared away from her outreached hands. This was urgent. Her leg, the fight, everything else could be taken care of later. For whatever reason, this could not.

It wasn't a very long list, but it would have to do.

"Skye!" a voice rang out against the crashing around her, clear and panic-stricken.

She turned her unfocused gaze to the source, and saw Simmons moving from behind a dumpster, right toward her. Oh, good, she could help. No, wait. Thought number two!

"Get down!" Skye cried without thinking. Her voice was cracking, splintering, like the bone in her ankle. Not that she knew that. All she knew was Simmons was running onto a battlefield, and she had never been prepared for that.

Much to Skye's dismay, Simmons didn't get down, and instead covered the space between them and crouched beside her. "Don't worry, Skye, I'm gonna get you out of the way. You're gonna be okay."

She may have protested if not for the sudden pang in her leg as Simmons made to lift her. Simmons was a gentle, quiet soul. She was an amazing scientist and agent, but she wasn't exactly strong enough to lift Skye. Not without jostling her leg, anyway.

Skye simply gritted her teeth and squeezed her eyes shut against the return of the white haze. She had to be strong. There were other people in danger, she had to think of them. She wouldn't cry.

In what felt like an eternity, Simmons returned to her previous spot behind the dumpster, having managed to rescue both Skye and the bag from the fray.

"Is she okay?" Fitz's eyes were wide as he took in Skye's pale complexion and shaking hands. He paled to match her when his gaze landed on her ankle.

Skye gritted her teeth and muttered with some difficulty, "I'm  _fine._  Quick. The bag."

After a moment of panic, her words clicked and he nodded in understanding. Gingerly, he removed the bag from around her shoulder and beneath her, then sprung into action.

Unzipping the bag, he revealed that inside was…

"A  _plunger_?!" Skye gasped viciously, "I did all of that for a  _plunger?_ "

"It's not a plunger!" Fitz defended himself, his scottish accent thickening with stress.

It sure looked like a plunger. A very fancy one, but the resemblance was there. Where the handle on a normal plunger would be, there was a metal shaft, with bronze and red wiring and buttons scattered haphazardly through it. The reason it looked so much like a plunger would be the rubber bulb on the end, which was basically like a ball cut in half and stuck on a stick. It was even the stereotypical reddish color that plungers always were in cartoons. An obvious difference would be the glass ball perched within the rubber bulb, about the size of a tennis ball, and not quite reaching the lip of the bulb.

"Are we gonna unclog Rhino?"

"This is an electron pulse amplifier. EPA for short. Though if I had gotten to name it like I wanted, it would be called Alex." As he said that, he shot a glare at Simmons before continuing, "If we can get this onto Rhino's armor somehow, then it will draw in all of the power in the area to energize it."

"I'm not sure I follow." Skye said in confusion, "You want to put that thing on Rhino and make him  _more_  powerful?"

"Okay, I know it sounds weird, but think of it. That suit must be taking a  _ton_  of electricity to power it. There have to be several power sources to keep it going. But you know it's run on electricity because there's no hum of a generator, and no exhaust."

"So the bad guys are environment friendly. I guess I should have expected that from somebody called  _rhino_."

"Anyway, that means we can overload those circuits if we can get him to absorb enough energy." Fitz said.

Simmons jumped in, "I know you're the tech mogul, but to overload a suit of that size-"

"You would need to draw in roughly enough power to run a small town." Fitz nodded, "And I think I know just the guy."

Just like that, the pieces slid into place, and Skye could have sworn an actual light bulb flashed above her head.  _Of course._ "Are you sure this is a good idea?"

"We're not gonna take this guy down by force. Even people with actual super-powers have trouble with that." Fitz said, "So it's this or we wait for the real heroes to get done inside."

Simmons clapped a hand on his shoulder, "We don't need to do that. We can do this, Fitz."

He flashed a small smile, then with that moved from behind the dumpster. Simmons turned to Skye, "Stay here, okay? You've done enough for one day." then she ran off after Fitz.

Yeah, Skye would just sit back and let everybody else fight a homicidal robo-russian… like Hell.

She couldn't suppress a grunt of pain as she sat herself up. Looking down at her leg, she blanched, and was really glad she was running on an empty stomach. Her foot was twisted in a weird direction, and there was a lump jutting out of her pants that looked suspiciously like a bone.

Okay. Maybe she would let the others fight the robo-russian on their own this time. Instead of even attempting to do anything with her foot, she scooted a few feet to the side to look around the side of the dumpster.

She saw Ward had gotten a better spot on top of Rhino, now clinging on for dear life on his back. May and Ward had resorted to basically running around waving their hands in the air to get his attention away from the other. Worst of all, it seemed to be working. For what this guy had in brawn, he totally lacked in the brains department.

Meanwhile, Daredevil was still going at it with Electro. Though… he didn't seem to be doing all that well. Not that Skye could blame him. He was literally fighting  _electricity_.

Instead of going for a direct assault, DD had fallen into something like a series of lunges and dodges. Occasionally he would land a blow, hitting the other while his back was to him, and only when he was in flesh-form instead of when he was a human-shaped lightning bolt. Still, for every hit Daredevil landed, Electro got in three. Any other person would have fallen long ago from being electrocuted so many times. Daredevil was still standing, but he looked to be on the verge of collapse.

As if just thinking it had made it so, Electro surged forward (Heh. Surged.) and literally went  _through_ the devil of Hell's Kitchen. That must have been the straw that broke the camel's back, because when Daredevil fell, he didn't get up again.

Electro formed again above him and leaned over with a sneer. "So, double D, was this the variety you were looking for?"

Daredevil was panting heavily, but he mumbled in response.

"What was that? You're gonna have to speak up." Electro taunted.

"I said." Daredevil spat, "Say hi to Alex." Then he smiled.

Electro didn't even have time to say, "What?" before Fitz was jamming the rubber end of the EPA onto Rhino, where it stuck and whirred to life.

Coulson's tazer-pen shut down, and all of the street lamps, car lights, and buildings on the street went dark. The Rhino suit was the only functioning thing in the whole area. In the new darkness, the only source of light was now coming from Electro, who was sparking and sputtering as he resisted the force of the EPA.

After a moment, though, he was sucked in too, like a reverse comet. The last thing to go was his head, leaving an echoing scream to hang in the air.

Then Rhino was stumbling, the new power making his suit whir faster and faster, the circuits trying desperately to channel the energy they couldn't contain.

Then there was silence. Deep and ominous, as new York should never be. Dark and quiet…

Followed immediately by Fitz-Simmons cheering.

"Whoo! We did it!" Fitz shouted, high fiving Simmons who said, "Way to go, Leo!"

"Wait, what did you do?" Ward dropped from his perch. Without breaking an ankle. Lucky him.

"They used the plunger-thing to make Electro short-circuit Rhino." Daredevil explained as he limped over.

Fitz gave him a confused look, "How did you know that?"

"Come on, you spent more time explaining it than you did using it."

"Well that might be true, but you were all the way-"

"Shh."

Ward sighed, "Oh, not this again-"

Everyone else cut him off with a "SHH." I guess they were learning.

Nobody else could hear it, but Daredevil did. The *Thud**Whir**Thud**Whir*

Even in the darkness, they saw it first. The silhouette rising from the cracked and ruined road. They heard the sickening laugh and saw the raised arms and the glint of glasses.

Skye's heart stuttered in fear as she beheld Otto Octavius, rising out of the shadows once more.


	29. Losing Hope

There were no words for the sight before him. All Scott could think was, " _What the Hell?_ "

The door slammed shut with a *bang*.

Scott barely even noticed it, as the screens before him drew his whole attention. It was horrible. It was ugly. It was  _invasive_. But maybe that's why he couldn't look away.

They had entered a wide room, which sort-of resembled an underground bunker. To one side, there was a hallway, and before that, half in shadow, there sat a desk. On the far wall, there was a group of over a dozen screens, all showing the ghastly display.

It was, at first glance, nothing but an incomprehensible bloody mess. But the longer Scott looked, (And he couldn't stop looking) the more he recognized.

The skinny yet lean form he usually saw in blue and red spandex, exposed on an examination table. Fluffy brown hair that sometimes poked through holes in his mask after hard battles, now greasy, matted, and crusted with semi-dried blood. Finally, a face he had just recently seen for the first time, now contorted in expressions that should never plague a face so young. Or one any age, for that matter.

"Is that-" Wasp's voice faltered. It didn't matter. She already knew the answer to that question.

As for Scott, he wanted to puke. This was disgusting _._  He had thought Darren Cross's experiments on lambs had been cruel, but this was a whole new level.

"Who-" Scott swallowed thickly, trying to find his voice, "Who would  _do_  something like this?"

"I think… Is that Doc Ock?" Hope pointed at one of the center screens, one where a man was dragging a serrated knife across Peter's mid riff, making a deep incision among the other lines of blood that seemed to lead up to it. Scott forced his eyes away from what was being done to the boy and let them raise to the one doing it. Now that she mentioned it, Wasp was right, it was indeed Otto Octavius.

Scott finally turned away and directed his attention somewhere- anywhere but the images across the room. They burned behind his eyelids in an after-image every time he blinked.

"Sick bastard."

"Do you think this is it? This is what all of the security was for, a couple of pictures of… Spiderman?" It wasn't just a couple of pictures and she knew it, but Scott got what she meant.

"I don't know. As bad as this is, I don't think it warrants all of the codes and secret doors and stuff." Scott shrugged.

"So… should we head back or-" Hope started, then let the sentence hang in the air as she went still.

"Uh, Hope?" Scott wasn't really sure what to say.

"Do you hear that?"

Scott stilled as well, and, just as he was about to make a joke about Hope hearing things, he heard the faint, distant echo of a voice.

"Get your hands off of her!"

"What if I don't want to? What are you gonna do about it?"

"I swear to God, I'm gonna-"

"Calm yourself, Stark, it's not her turn, yet."

Stark? Scott turned to Hope, who nodded in answer to his unasked question. They started toward the hallway, Wasp lifting from the ground and shooting forward, being very rude to Scott, who was left to run behind her, trying desperately to catch up. Stupid Wasp with her stupid wings…

In a matter of minutes, they had crossed the expanse of about ten feet. The hallway was blessedly plain, with no doors branching off to the side. It was a straight shot to the end where, as they drew nearer, the voices grew louder.

Scott turned a corner, sticking close to the wall to stay somewhat hidden.  _Woah._

There they were. The Avengers. Or, well, kinda. Closest to Scott, there was an open space, about the size of Oscorp's lobby, with what looked like a dentist's chair set in the middle. Within this open space, there were three cells. In the first, there was a man with curly dark-brown hair sleeping heavily. Though the walls were thick glass, the air within obscured him a bit, distorting him behind a green haze.

In the cell directly next to that one, another Avenger sat in isolation, though he was conscious. Steve Rogers was straightened in attention, despite the hindrance of the cuffs behind his back and similar shackles around his ankles. He might have broken out of them by now if not for the strange red glow the devices cast.

In the third and final cell, Hawkeye and Black Widow were tied back-to-back, with gags in their mouths. Hawkeye seemed to just be waking up, while Widow was out cold. Or maybe she was just pretending. Tony Stark was struggling against his bonds and biting against the newly-applied gag while a bulging man in a green-and-white striped shirt tied a red-headed woman at Tony's back, just as Widow and Hawkeye had been tied.

Scott wasn't quite sure how to proceed. Sure, the obvious thing to do would be, ' _Kick ass, break out the Avengers, take down the bad guys._ ' But the whole situation was so unpredictable, with too many people Scott didn't recognise. Were the gassed out guy and the red-head superheroes too? Maybe they were civilians? And how the Hell had Goblin managed to overpower them all, anyway? And why would anyone wear such a hideous shirt? Everyone knows that horizontal stripes are fattening!

Scott opened his mouth to voice this to Hope, but before he could, he heard the sharp scuffing sounds of hurried footsteps behind them. He pressed once more to the wall, despite his size already hiding him from view. Better safe than sorry, after all.

The footsteps belonged to none other than Norman Osborn, who emerged from the shadowy hallway like he owned the place. Which, you know, he kinda did. But what was he doing here? This had to mean he really  _was_  connected with Green Goblin, didn't it?

Norman tutted. " _Please,_  men, do you have to be so… I don't know,  _menacing_? Honestly, just because we've been branded villains doesn't mean you have to act like it."

"Look, I'm just a muscle man." the guy in the striped shirt said in annoyance. "I do as I'm asked by my associates, take my cut, then I'm out. You know I don't enjoy it, but it's gotta be done. My point is, if any of us is being menacing or something, it's Doctor Evil over here, who  _hasn't shut up in hours-"_

Otto Octavius stepped forward into Scott's view. At least, it was probably Otto; it was hard to tell with the surgical mask clinging to the lower half of his face. The extra arms made it pretty clear that it was him, though.

His voice sounded weird too, deep and garbled as he said, "Oh, please, Marko! You act as though you even understand a  _fraction_ of what I've said-"

" _Oh, pLeAsE, maRKo!"_ Shirt, or Marko, apparently, repeated mockingly.

A new voice spoke up from, strangely enough, the ceiling. "Ooh, good comeback, Sandy! I now see how wrong he was to insult your intelligence!" Roosted in the rafters (heh, alliteration), there sat a man, well past his prime, in a getup much better than Marko's. He was clad in a dark green aviator jacket, with matching goggles resting atop his balding head. Actually, his whole outfit screamed fighter pilot, except for maybe the metal wings folded at his sides. Scott wasn't too experienced, yet, as he had only been doing this whole superhero thing for a short while, but even he knew who this guy was; Adrian Toomes, a.k.a. The Vulture.

"Dude!" Marko threw his hands out in a ' _what the heck, man?'_  gesture. "You were  _just_  complaining about how much Otto monologues!"

"Yeah, but then you had to go and use an outdated meme."

"Children!" Norman sighed in exasperation and pinched the bridge of his nose, "Can you stop bickering and at least  _try_  to be professional? We have work to do."

"Sure thing, boss." Marko nodded, while Ock and Vulture rolled their eyes.

"Alright, then. Now, if you'd have been paying any attention at all, you'd be aware that Mr. Barton over there has been conscious for some time, now, and is nearly free from his bonds." As Norman said it, everyone turned and saw that Clint had indeed been working at escaping.

"Hey!" Marko made to stop him, but he was too late. Clint shot forward and rolled to his feet, falling into a defensive position. He ripped the gag from his mouth, then sneered, "Come at me, ass hats!"

All at once, the three villains struck, with Vulture swooping down from the rafters, Doc Ock surging forward with his arms ready to do some damage, and Marko straight-up becoming a mass of sand, crashing over Clint in a wave.

He was slammed backwards into a wall by the sand tsunami. Then he was struck by a metallic arm across his left cheek. Finally, Vulture lifted him a few feet from the ground and dropped him right back into the pile of sand. They were quick, efficient, and deadly.

The whole thing was over in a matter of seconds, once Clint no longer struggled Norman sighed, "Enough."

The archer spat out some sand (Which was gross, by the way? What part of Marko had been in his mouth?), and growled defiantly, "Ohh, good job, boys. You officially defeated an archer with no bow or arrows. Your parents would be proud."

Osborn strolled forward, his arms behind his back. Rather than respond to Clint, he directed his attention to Octavius. "Strap him down."

Otto nodded and grabbed the defeated man with two of his mechanical arms, then moved him toward the dentist-chair-looking-thing. Clint wriggled in his grasp, and struggled, and cussed, but in the end, he was helpless to stop what they were going to do to him.

But Ant-Man and Wasp weren't. Scott turned to Wasp, giving her a hand signal he hoped she would understand. She apparently did, because she nodded, and in the next moment, they were both growing to regular size.

Luckily for them, they had the element of surprise. Before anyone could process the sudden appearance of two new superheroes, Scott was jumping forward to attack Marko, while Wasp flew up to grapple with Vulture.

Scott let her battle fade into the background as he focused on his guy. He had seen him in action only on TV before this day, and once in person before he became Ant-Man. Scott recognised him now as Flint Marko, a.k.a. Sandman. To say he felt a little out of his league would be an understatement.

Scott did the only thing he could think of; he ran up and punched the dude in the jaw. Then he immediately regretted it. Just like in his last fight in prison, the blow didn't even affect the man. Unlike his last fight in prison, it was because he had hardened his jaw into a chin-shaped rock.

"Augh!" Scott couldn't hold back his gasp of pain when his knuckles collided with the stone. "Wow, okay, that's a strong jaw you've got there, dude."

"Thanks, that means a lot." Marko grinned, then slammed two fists into Scott's stomach, sending him flying into the wall on the other side of the room.

"Uuhh~gh" Scott groaned. Okay, there goes plan one. Time for plan two.

He pressed the button next to his thumb and shrunk back down to ant-sized. The action allowed him a moment to look around before he was found. He saw that Hope was dodging some kind of weird purple plasma balls that Vulture was blasting at her. Meanwhile, Clint had hopped back up from the chair, and was keeping Ock busy.

"You know what?" Clint sneered to his adversary, "I've been waiting to kill you for weeks."

"Oh, don't tell me you're still upset about all of that unpleasantness?"

Clint sidestepped a swing from one of Ock's upper-arms, and retaliated with a kick aimed for his knees, which was blocked by another arm. The arm twisted around Clint's calf and lifted him from the ground, leaving him dangling upside-down. Fortunately, his hands were still free, which is how he was able to grab a tray from one of the nearby tables and throw it at Otto's face like a frisbee.

"Come out and fight like a man, you tiny bastard!"

Scott's attention was wrenched away from the other fights as Sandman called out for him.

"Sorry, but I prefer to fight like an  _ant_. You know, hence the name?" Scott called out. Marko swung his head around, searching for the source of the sound, but was unable to find him.

"Alright, I'll just have to fight like sand, then." Marko sneered. Before Scott even realized what he was about to do, a new wave of sand was slamming into him. He was immediately buried, millions of grains swirling around him and crushing him.

Sandman drew the wave back into himself and reformed into a solid man. With Scott still inside. Having finished off Ant-Man, Marko made to help Vulture with Wasp.

Meanwhile, Scott was panicking. He was completely squished, unable to move in any way. It was completely dark as no light was able to reach this far within the mutated man. Scott would be dead of suffocation if not for the helmet encasing his head. His oxygen wouldn't last long, though.

Okay, Scott, think. You gotta find a way out of this. Maybe if he dug his way out, he could… but no, he wasn't able to so much as twitch with the pressure of the sand pressing upon him.

This was bad. He couldn't move, couldn't see, and soon, wouldn't even be able to breathe. Worst of all, he was needed. Wasp was still fighting, Clint was still fighting. But Scott was, as usual, useless.

A feeling of hopelessness swept over him. It was something he'd become accustomed to over the years. When he went to prison. When he came home and couldn't find a job due to his record. When he couldn't even see his daughter. When he had fought Yellowjacket and shrunk down to sub-atomic, unable to ever regrow again.

Hopelessness was an old friend.

But… he still fought. He found a way, because he had to find a way. Scott didn't really care whether he lived; he had never thought he was anything too important. But the thought of never seeing his daughter again, of her growing up without a dad because he gave up… that made him want to live. He had to, for Cassie.

So goddamnit, Scott, find a way!

The thought stirred something within him, and he began thinking rapidly. Okay, can't move, can't see… but he still had the suit.

He tried moving his thumb to the button that would return him to his rightful size, but was unable to make even the miniscule movement. Scott groaned. Then, if he had been able to move, he would have face palmed at the obvious solution before him.

He didn't have to use his thumb to press the button. All he had to do was shift his hand further into the sand, and let it do the job. Wowee, Scott, took you long enough.

He rolled his eyes and jammed the button into the sand, and, just like that, began to grow once more. Marko yelled in surprise as he exploded from within, and Scott grew in the place he once stood. Sand flew everywhere, though that was better than the alternative, considering the fact that when most people exploded it was a lot more gory. Yes, Scott would take sand over blood and guts any day.

The sight that greeted him wasn't pretty. While he had been trapped, Sandman had helped Vulture pin down Wasp, and he now had her pressed against the opposite wall. She clawed wildly at the hand shoving against her throat, but it had no effect on the thick jacket and gloves.

As for Clint, Otto had managed to finally get him strapped into the chair, where he writhed and spat at the scientist. Osborn stepped forward, a strange spray can held in one hand. It was filled with an ominous green liquid.

Several things happened at the same time. It only took a moment for the other villains to realize their ally had been blown to bits, making them turn to Scott. While Vulture was distracted, Hope got in a well-placed kick to his buzzards, loosening his grip on her throat. Ock was rearing back an arm to strike at Scott, but was tackled from behind by the newly-freed Wasp. Scott jumped up to join her, but was stopped as the sand around him surged up and dragged him back to the ground.

It slithered around his ankles, tightening and loosening in a sickening tide. Worst of all, it kept him in place, even as he saw Norman come silently up behind Wasp, who had been too preoccupied with Octavius to notice...

"Hope, look out-!"

But he was too late.

She spluttered as he sprayed her in the face with a weird kind of aerosol spray. Norman chuckled, a wild, primitive type of triumph shone in his glinting green eyes. Hope fell to the floor, writhing in agony and screaming despite herself.

"NO!" Scott tried to rush forward, to help her, to  _do something_  but he was stuck fast. Oh, God, please not Hope.

She started to change before Scott's eyes. The skin on her face pulled tight, showing each muscle and tendon once hidden, and giving her a pinched, stretched out look. Some spots dried and flaked away, revealing glistening green scales pushing up from underneath. Her hair went dry and limp, and her ears shot upwards, elongating into sharp points.

She laid on the floor for a long while, simply heaving and panting with ragged, shuddering gulps. Norman eventually kneeled before her and placed a reassuring hand on her shoulder.

"Hello, dear." He spoke softly, like one might to a wounded animal, "How do you feel?"

She paused for a moment before raising her gaze to Norman's, then letting her mouth slide into a sickening smile, " _Alive._ " Her voice was like a serpent's, as though she had been gargling with sandpaper for a month.

"That's great, sweetie." Norman grinned in a way that didn't quite reach his eyes. "Now, I need you to do something for me."

" _Oh? And what's that?_ "

Norman gestured around the room, to Clint in the chair, Scott stuck in place by the sand, and the Avengers within the cells. "Help them come alive."

To Osborn's surprise, she scoffed. " _Is that so? Tell me, who are you to tell me what to do? Why should I serve a mortal man?_ "

Norman chuckled and shook his head, "You  _are_  a smart one! And so pretty… alright, I suppose you're right, I have to show you. After all, you're above the command of common man, right?"

Scott's eyes widened in shock as Osborn's hand shot out and wrapped around Hope's throat, then threw her across the room as though she weighed nothing. His eyes flashed green once more, and Scott finally understood.

Hope's body slammed into the concrete with enough force to crack it. She fell with a wet *Thump* to the floor below. Norman walked over to her and cupped her chin in one hand, raising her face to look him in the eye."I am no ordinary man, Monster. I am the Green Goblin, and you will serve me."

Hope, despite the pain she must have been in, nodded her head, " _Yes, sir_."

"Good. Now get to work."

She clambered to her feet, her wings flailing clumsily behind her, then snatched up the aerosol can and started for Clint.

His eyes went wide and he started struggling against the straps with new passion. "Wait! Stop, come on, why would you listen to him? You- you're Wasp! The superhero, remember? Come on, no, wait STOP-!"

His pleas were cut short when she sprayed him in the face, just as she had been.

It was just as horrifying to watch the transformation a second time.

Then she turned to Scott.

"W-wait! Hope, it's me! We- we're  _friends_." Scott yanked desperately at his feet, but the sand only pressed tighter around them. His eyes locked with hers, but they were… off. They weren't Hope's. Her's were warm, and intelligent, and pretty, and made Scott feel all weird inside, like he ate a moth. Now they were still intelligent, and, well, yeah they were still pretty, but the pupils were almost as big as a penny, nearly completely blotting out the white parts. And they were cold, reflecting the lights in the room like metal. They still gave him a weird feeling alright, but it was more like the moth was trying desperately to claw it's way out of his stomach to get away from her.

"Just a minute, dear." Osborn grinned wickedly from behind her, then stepped closer to Scott. "I'm afraid she's not the woman you knew anymore. You know, as useful as this serum has been to me, it does come with some… side effects. It's nothing too serious, of course. In fact, I'd say this is an improvement."

"What did you do to her!? Why would you-"

"The only thing I did was  _save_  her. From a life of inadequacy. From sinking to the bottom of the gene pool. Honestly, you should be thanking me."

"You're out of your mind."

"Perhaps. Or maybe I'm the only one thinking clearly."

"If I could spit in your face I would. Stupid helmet."

"Well, I can fix that, too." Osborn leered, reaching forward; Scott distinctly felt the moth die and settle heavily at the bottom of his stomach. He couldn't shrink without the helmet. Worse, Hope would have easy access to his face with that spray without it. Nevermind, the helmet was not stupid!

Osborn was about to yank it off, sealing Scott's fate, but at that moment, a voice came out of a speaker on the far wall.

"Toomes! Osborn! Somebody- get -ut here, th-ey did som-th-ng-"

The sand still spread across the ground hummed quietly, saying in a disconnected voice, "Electro?"

Osborn frowned. "Otto, go see what those idiots did now. I swear, they had the  _simplest_  task- And while he's doing that, we can finish up with the rest of these."

"Alright, I'm going." Octavius sighed.

As he was passing by on his way to the door, Scott spotted his chance. He faced Hope once more, searching her face for some shadow of recognition, some glimmer of goodness. But there was only the cold. He would be back. Just like with the animals upstairs, just like with Spiderman. He would be back. He would find a way to save them all. But he would need help.

Just as Ock was disappearing around the corner, Scott pulled the last wild card he had up his sleeve. Or, should I say, on his gloves? He jammed the button and shrank down once more (They really should see this coming by now), temporarily freeing himself from Marko's deadly grip.

He fell into the sand, but didn't stick around long enough to get trapped again. He ran off like a shot, never looking back, not slowing down. He didn't pause when Osborn cried out in surprise. He didn't change direction when Hope began spraying the ground carelessly, forgetting Scott's helmet. He kept running with all of his might, going strong even as he left Hope, the one who meant so much to him in more ways than he even understood.

He powered on, past the doubts, the chaos, and the overwhelming feeling of betrayal.

Scott made it through the hall, and looked around the previous room just in time to hear a *clank* from the top of the ladder affixed to the wall.

That must be the way Otto went. So he would follow suit.

He would be back. He would save them. He just couldn't on his own. This was to help them.

But no matter what Scott told himself, he was leaving her behind. No matter how hard he tried to be strong, and hold back the sobs in favor of finding a way to win this war, he had lost the battle. He had lost too much.

For the second time in one night, he lost Hope.

And he wasn't the only one.


	30. Green Eyed Monster

**Notes for the Chapter:**

> I AM SO SORRY. Life has been so busy lately, but that's no excuse for not updating for a month. That was shitty of me. So here are a few chapters at once. Really, I'm super sorry guys, I promise I'll update again really soon.

Ugh. You know how Peter knows what it feels like to be thrown into buildings, and run into by semi-trucks driven by idiots with some weird grudge against him? Yeah, this is almost worse than that.

His muscles felt like they were strung out by a taffy puller, his head was throbbing along to the beat of his heart; though his eyes weren't even open yet, Peter knew it was gonna be one of those days.

With a grunt of discomfort, Peter opened his eyes a crack and took in his surroundings. Above him was a ceiling he recognized, though it was one he had never had reason or the nerve to walk on. Was he-? Oh, yep, he was on Harry's couch. Wait, why was he on Harry's couch?

Light was streaming in through the high windows, though it was somehow different from how it looked when it entered through the floor-to-ceiling windows of Stark Tower. Colder. Though maybe it was just the fact that Stark Tower was a home, while this place was… setting off his spider sense? Like, just a little?

"Hey, Pete." Harry emerged from the kitchen, with a cup of coffee in hand. "Wake up, sleeping beauty, school starts in an hour, and I think you've skipped enough days this year. And that's coming from  _me._ "

"Harry." Peter slurred. Right. This was his house… What was Peter doing at his house? "What happened last night?"

Harry padded over and slumped into a chair next to the couch Peter had been asleep on. "Well, my not-so clean cut friend, you fell asleep on my couch. I bet you would have never figured that out if I hadn't told you."

Peter shook his head, which did  _not_  do any favors for his headache, "No, I mean- I don't remember… falling asleep…"

"Well, I went to get sheets, and when I got back you were already out cold. Seriously, man, sometimes I wonder about you. Showing up out of the blue at, like, three in the morning, then passing out without so much as a 'goodnight'. How inconsiderate of you." Harry grinned into his mug. At any other time, Peter may have appreciated his dry humor, but not today. Today it was too confusing, and everything  _hurt._..

Had he fallen asleep? That couldn't be right, could it? Peter didn't even know why he was there. He racked his brain, trying to remember the steps leading up to this moment, but his memories were like a crowd, full of different thoughts going in all different directions, the voices swelling and swirling in an impossible to discern mess.

But there was one voice within that crowd that seemed to be rising above the others, calling out to him, demanding Peter's attention. It cried, "Norman Osborn!"

Speak of the devil, "Ah, Peter. How did you sleep?"

Ignoring his pain, Peter turned his head around to face Norman… who was smiling casually while making some eggs. Like a normal guy. With eyes that were definitely blue, not green. Wait. Should they be green? Why was Peter suddenly so concerned with eye color anyway?

"I don't-"

"Honestly, Peter, the moment you sat down, you were out like a light. Not that it matters, of course, but Harry has been amused about it all morning. Eggs?" Norman lifted a few out of the carton on the counter, poised to be cracked against the side of a bowl at Peter's command.

"Um.. why?"

"To eat?" At Peter's continued confusion, he defended himself, "I know, I know, I don't cook too often, but I figured a home-cooked meal wouldn't go unappreciated this morning." He smiled and continued with the eggs, the sound of cracking shells mixing calmly with the gentle sizzle of the food in the pan.

Right.

Okay, no problem, Peter had just stayed the night at Harry's place, slept on the couch, and was gonna go to school after breakfast. All things considered, there were worse things to wake up to. Like that one time two weeks after May had died when his spidey sense woke him up to a man standing over him, a knife in hand, reaching for Peter's wrists…

"So, again. Eggs, Peter?" Norman hummed as he whisked in some chives.

"Uh, yes, please."

Harry rolled his eyes and took another sip of his drink. "Hmph. He hasn't made eggs for breakfast in  _ten years_ , and all it took to change that was my actual human disaster of a friend staying the night. Of course." The way he mumbled it made it seem like he hadn't really been talking to Peter, but with superhuman hearing it's kinda hard to tell what you're meant to hear sometimes.

_Harry, sadly, just doesn't have what it takes._

"Breakfast is ready!" Norman smiled warmly as he started to dish up the eggs and, as Peter had missed before, bacon and toast. "Son, would you mind setting out some silverware?"

"Hmph." Harry simply repeated, but got up to do as he was told nonetheless.

_Harry and the others will sink straight to the bottom._

Peter shook away the cloudy thoughts that had come from  _nowhere_  and rolled off of the couch to join Harry.  _Ow_. Had he mentioned that he was in pain? Because he was in pain.

_Why?_

"So, boys, is there anything going on at school today?" Norman glanced at the two as Peter took his seat on a bar stool next to Harry.

"Um, not that I can think of." Peter muttered. He might have been putting more effort into the conversation if not for the combined power of the perfectly cooked food before him and his suddenly all-consuming hunger. When had he last eaten? Had he yesterday? God, why was he having so much trouble remembering… wait. Something happened… with Tony? Oh, right, he fought with him. And then he didn't go home… which was why he was so hungry! Of course, he couldn't go home, so he had somehow gotten to Harry's. Okay, things were starting to make sense!

"Well, we do have a spanish quiz. Not to mention the homework from yesterday." Harry shot Peter a look that said, ' _come on, dude._ '.

"Oh, right." No longer able to stave off the beast in his belly, Peter dug into his breakfast. So what if he was kinda wolfing it down? Harry just rolled his eyes at him, and Norman looked at him with warmth.

There was still something Peter was missing, like the details of how he had gotten to this point, but for some reason, he couldn't focus on them. It was so hard to concentrate on anything except the light streaming in the windows, the light chatter of those beside him, and the food before him. It would be so easy to just imagine there wasn't an issue, and to fall into the happy bliss of a normal breakfast.

Is this what his life could have been like? If he had taken Harry's offer to live with him after Aunt May died? Peter had been so emotionally trashed at the time, he hadn't wanted to live with  _anybody_. They would just get hurt. Even living with the Avengers, he had only just recently started to feel like it would be okay. Like he wasn't some kind of curse.

But now… " _Don't come home, then! If you're so impressive, don't bother!"_

Peter didn't really have anywhere to go, and he had nobody to blame but himself. He had been too much trouble for even Iron Man to handle. God, he was messed up.

"Hey, Pete?" Harry poked him in the forehead jokingly, "You good? You're looking at that toast like it insulted your mother."

Peter forced himself to huff out a laugh, "Yeah, I'm fine. Just… thinking."

"Yeah, I guess  _that's_  no surprise." Harry nudged Peter's arm with his elbow, "Boy genius Peter Parker, the moment he wakes up, he's already devising plans for a new self-building house or whatever."

"Nah, that would kill the construction industry."

"Oh, my bad. Of  _course_  that's the problem."

"Well yeah, a self-building house would probably put thousands of people out of work, and trash the economy."

Harry threw a bit of egg at his face. "Nerd."

Norman shot his son a look that Peter couldn't quite read, "Not that there's anything wrong with that."

"Whatever, dad." Harry sighed as he rolled his eyes.

"I think it's admirable to consider the big picture." Norman added

_We'll be left to move on._

Harry stood abruptly, making his seat scoot backwards with a loud screech that  _really didn't help Peter's headache._  "Well, Peter, if you're done we should probably get ready for school."

Peter was still slightly hungry, but that was nothing new. The breakfast had done something to take the edge off of his insatiable hunger, so he nodded and carried his plate to the sink and rinsed it off. Harry went right to his room, not sparing his father a second glance.

While Peter placed his dish in the dishwasher (that probably cost more than a car, good lord) Norman rose from his seat and silently came to stand behind the teen.

"Peter." Norman started uncertainly, his hands in his pockets, "Tell me, are you planning on going home tonight? I don't want to press, but I would like to know."

Peter froze, then slowly turned to Norman. His gaze never met the older man's as he answered, "Um, I mean, yeah I think so…" Norman clapped a hand on Peter's shoulder, and he had to make a conscious effort to keep from flinching or letting out a hiss of pain.

"Peter, I know you're getting older, and I have no say in what you do. But… I would really prefer you stay with us if you don't plan on going home anytime soon."

Peter lifted his gaze to Norman's sincere, blue eyes. He continued, "I just- well, it's not exactly safe out there."

"Honestly, Mr. Osborn, you don't have to-"

"But I want to. I want to help you, because, well, I'm not usually sentimental, but I have to admit I've grown fond of you, Peter. I would hate for something to happen, when I could have done something to prevent it."

That was reasoning Peter could relate to all too well.

When Peter said nothing, Norman sighed and let his hand fall from the boy's shoulder, "Just… consider it, okay? You don't have to keep running, Peter. You could stay here, with me and Harry. It could be like this all of the time, like a fresh start. Wouldn't you like that?"

Honestly? He kinda would. How could he go crawling back to Tony now, after all he had said? Why would Tony take him back now, with all of his trauma and baggage? Why would he want to take back some lying, unstable, mutant teenage mess? A freak.

On the other hand, if he came back here, stayed just a few more nights, wouldn't they begin to see it too? If he stayed too close, Peter could lose his best and only friend. Then what kind of a hero would he be?

Then again… if he stayed, he wouldn't have to be a hero. Not all of the time. He could be just… Peter Parker. Not spidey, or bug-boy, or arachnerd. Just Peter. Just a kid. Just normal, for the first time in months. Almost human.

"I wouldn't want to impose. You've already done plenty-"

"I know. You don't like to burden others, I understand. You know that you aren't owed a thing by the universe, so you expect nothing."

"Uh, right."

"But you're not a burden to me Peter. I  _want_  to help, not because I owe it to you, but because  _I_  want to, got it?"

Peter met his gaze once more, and came close to giving in at the sight of those sincere, blue-green eyes. Hadn't Peter been through this before? Somebody wanting to help, and him giving in? How had that gone, again?

"Please Peter." Norman grabbed his shoulders softly in both hands, then continued in a passionate whisper. "Let me be there for you."

Peter bit his lip, then closed his eyes with a sigh. "I… okay, I guess. If you're sure-"

Norman's whole face lit up in a smile; he clapped his hands and slung an arm around Peter's sore, sore shoulders. "Perfect! I'll make arrangements, then, have some things settled while you two are at school-"

"You're sure it's not a problem?"

Norman gazed at him fondly. "Of course not, why would it be? And even if it were, I wouldn't mind. After all, I've said it before; you're like a son to me, Peter."

Just like that, it all came crashing down. The illusion, the warm, indiscernible haze that had hidden Peter's memories cracked with this fatal blow. It shattered into a billion pieces as Peter  _remembered._

Norman.  _I'm just like you, Peter._ The Avengers.  _But the fact is, they're below you. Below us._ Daredevil, Ant-man, Wasp, the SHIELD agents.  _Painfully un-evolved, my boy._

As the fantasy of safety within the Osborn place fell to pieces, the pieces fell into place. Green Goblin, the fight, the break-in, the haunting look in Norman's eyes as he lunged at Peter, the creeping darkness from the syringe, losing his secret identity to perfect strangers, losing his family, losing  _everything._

The voice from the crowd before was now screaming, rioting in the abandoned streets, calling in a sickening mantra, "NORMAN!"

"Peter? Is something wrong? You look as pale as a sheet." Osborn narrowed his eyes at the teen, who simply narrowed his eyes in turn.

"Sir." Peter said, his voice devoid of emotion, "I would like to see my family, now. Where are they?"

Norman's face fell, but only for a moment before he regained his composure. "I'm sure I have no idea what you mean, Peter."

"My family." Peter continued, more forcefully this time, "Tony, Pepper, Clint, Nat, Bruce, Steve. Or maybe you'd know them better as the Avengers?"

Norman only smiled. "Peter, you must be confused. You have no family, remember? That's why you're here."

"Don't bother, Mr. Osborn. I remember everything."

The smile on Osborn's face turned downward, curling into a disapproving scowl. "Fine. You want to be like this? You want to disregard all that I've done? I'll show you your  _family_."

He gripped Peter's elbow and led him toward the elevator. For a moment Peter thought about what Harry would think if he and Norman were suddenly nowhere to be found, but that left his mind the moment the elevator doors closed. Norman let go of Peter's elbow and took a deep breath. He massaged his temple, his middle and index finger rubbing in small circles.

"You know." Norman breathed, "You're being very ungrateful right now. I only want to help; you don't have to keep fighting me."

Peter said nothing.

The doors opened in what Peter could only assume was a below-ground level. It looked sorta like an empty parking garage, but without the ramps. Norman started forward, and though his spidey sense yelled at him to run away as fast as his legs could carry him, Peter strode forward as well. What choice did he have?

They crossed the room until they came to what seemed to be a plain concrete wall. Norman waved a hand in front it, which made a holographic key-pad flicker to life. He entered the seven-digit code...

"Is that my birthday?"

"Yes."

Okay, that was just creepy. Peter bit back his growing uneasiness as the screen flashed green and a seam in the concrete widened about a centimeter with a soft hiss and click. Norman pulled it open further, until the doorway was wide enough to step through.

Peter didn't want to go in. The hairs on the back of his neck rose, and every sense within him was pushing him back the way he came.

He went in.

The sight before him was surprisingly anti-climactic. It was just a bunch of screens, a desk, and a ladder. The screens were blank, only reflecting Peter's own somewhat disheveled self in the darkness. Whatever. He's looked worse.

"This way, Peter." Norman spoke softly, but it was magnified in the small space. He led the way into a side hallway, but Peter hesitated to follow. There was a weird smell coming from that way; it made his eyes water and seemed to coat his tongue with the same taste. He really really didn't want to go in there.

Again, he went anyway.

Peter went first, though he knew that would get him killed in a horror movie. Was this a horror movie? Norman suddenly grabbed him from behind, his long fingers digging into Peter's upper arms. Without warning, he shoved the teen the last few feet and shouted, "Family reunion!"

Peter wanted to puke. Or scream. But all he seemed to be able to do was gape, open-mouthed at the  _things_  before him. Within the room, there were three holding cells. In one, Bruce looked to be unconscious, surrounded by a green haze. In the other two, there were around a dozen humanoid creatures sitting perfectly still on the floor. They looked up at Peter with their blank, black eyes. He shivered at the strange familiarity.

"W-what are they?" his voice shook against his will.

"Don't you recognize them, Peter?" Norman tutted mockingly, "After all, they  _are_  family."

No.

No, it couldn't be.

Peter found himself stepping forward despite every instinct within him telling him it was a bad idea. When he looked closer, he found that Osborn was right. Two of them had brittle but long red hair. One of them had bulging muscles underneath an especially thick layer of scales. Another had the thin eyes and dark hair of an Asian, but the same green scales dominated her features. Looking over them, it was obvious that they were people Peter had once known.

Pepper, Natasha, Clint, Steve, Agent Coulson, Agent May, Agent Ward, Skye, and who he could only assume was Wasp, as she still wore the suit.

"P-Pepper? Steve?" Peter felt weak in the knees, "Guys? Say something, just- Oh G-God- I, guys-"

They only continued to stare.

"I'm afraid that won't work."

Peter whirled around to face the man, "What-?"

"You see them, Peter? That's what they truly are. Beneath the superficial masks, and the manners, this is what we hide." Norman smiled, and stepped dangerously close to Peter, "I'm just showing them for what they are."

Unlike the night before, Peter held his ground. He clenched his fists and tried to get a hold of his racing thoughts and heartbeat before they got the best of him. "You- you're wrong. This is… " Peter shook his head, "Fix them."

"Fix them? Why should I do that?" Norman sneered, "And who said I could?"

"You did this! Undo it! Or- or"

"Or what? Pray tell, Peter, what will you do?"

"I'll.."Peter faltered feebly. God what could he do? Osborn just- he just did something awful to these people! What could Peter do that would scare him? "I'll tell Harry what you are!"

"Really? You'll tell on me? You do realize it goes both ways, don't you?"

Oh, yeah.

"I don't care! Just fix them, I'll do whatever you want just-"

"Oh, but I'm not done, yet, Peter."

Peter heard it before even his spidey sense warned him. The clicks and whirs of something he had never hoped to see again. The sound of his nightmares. He couldn't move. Couldn't breathe. The mechanical arm slammed him against the glass of one of the cells and held him in places as his heart tried to escape his chest.

"Peter, you remember Otto, don't you? He was kind enough to lend me a hand, here."

How could he forget?

Otto appeared before Peter, who struggled against his hold to try and escape because Otto was  _right there_  and Peter had to get  _away_ -

"Hello, spider. It's been awhile." Otto said through the surgical mask wrapped around his face. There was no maniacal grin or cruel laugh. Just those cold, glinting glasses that reflected Peter's terror-stricken face.

Peter was a superhero, but in the face of this man he was  _afraid_ , damnit. A whimper broke free of his lips.

"Now, now, don't worry. He won't hurt you as long as I tell him not to." Osborn consoled from across the room. He seemed so pleased with Peter's fear. "Besides, I need you to pay attention."

Norman passed them and went into the furthest cell, then reached out to pull a previously concealed man to his feet. His clothes were rumpled, his hands were tied behind his back, his mouth was gagged, and he seemed to be flitting in and out of consciousness. But despite all of this, Peter would know him anywhere.

Tony.

Osborn pulled him across the room to something that looked like a dentist's chair and quickly tied him down. It took Peter too long to realise what was happening.

"NO! No, not him, really, y-you can't he-"

"Peter, it seems that we have a problem." Osborn ignored the teen's pleas as he simply continued to work while he spoke. "I always liked you, from the moment Harry first introduced you. So smart, and so much more than my own pathetic son. Then, once I knew what you became, even more so. Truthfully, when I found out May had died, it seemed like the perfect opportunity. I could bring you into the family business, and you would be set to claim your birthright. You would have been like an Osborn, helping me to create a better world by my side."

"But then we come back to the problem. It would seem that I was too late, and Stark got to you first.  _He_ brought you into his home, and  _he_  would have used you for his own ends. And you know what? You were okay with that. You were so desperate for his approval, you became loyal to a fault. And if you're going to fulfill your purpose, Peter, you can't be faulty."

Osborn lifted a spray can-looking thing from a table. "But once Stark is out of the way, you'll have no choice. With nobody left in this world to care about you, where else will you go?"

Peter gripped the metal limb that pressed against his chest and pushed with all of his might. Otto's limb. Otto had him trapped again, and Norman was doing something- no had already done something, and now Tony was in trouble, and Peter  _had to do something_ or else he would lose Tony too and he couldn't-

"I- I would never live with  _you._ " Peter choked. He knew he looked like a scared kid without his mask to hide his rampant emotions, but… well, that wasn't wrong. "Is that what this is? You're jealous Tony was gonna become my legal guardian? Because this is- uck!" He was cut short as Ock's arm pressed harder into his chest, and he could feel the distinct pop as some of his ribs gave way.

"Octavius!" Norman growled lowly, his voice taking on a dark tint as he stalked over to the scientist. "Control yourself! Or I'll have to do something I'll regret."

Peter couldn't see Ock's reaction, since he turned away, but he eased up the pressure on the teen regardless.

Osborn turned to Peter, "My apologies, I'm aware that you and Otto have a bit of a history."

"You obviously don't know anything." Peter spat.

Norman shook his head, "I understand why you would be hesitant, but you'll see it my way soon enough."

He whirled around and, with barely a flourish, shot Tony dead in the face with the spray.

"NO!"

The wail that tore past Peter's lips was like an animal. It was raw, and ugly. No. No. No no, nonononono…

Tony's back arched suddenly, lurching with the fiery substance coursing through his lungs, seeping into his blood. It was taking him over, invading every inch of his flesh. He was seized in a haunting pose, and his lips twisted around a scream that didn't quite make it over his tongue.

Then the same scales, shriveling hair, and stretched skin that plagued the others in the cells began to spread across his body.

Peter, as much as he wanted to, couldn't look away.

After what must have been only a few minutes (Though it felt like hours) Tony's breathing evened out, and he slumped back in the chair.

"Good." Osborn grinned down on the man and started to unbuckle him. "Tell me, who are you?"

Tony blinked once, twice, slowly, thickly. "I…" His voice cracked on the word, but he continued to croak, "Am no one."

"That's right." Norman grinned victoriously, "You're nothing but a puppet, now. In fact, I think that'll just have to be your name. Alright, Puppet, I need you to do something for me, now."

Tony peered at Osborn with those blank, dead eyes.

Norman placed the spray-can in Tony's hand and flicked his eyes in Peter's direction.

"Get him."

Tony, to Peter's horror, nodded in assent and clambered up from the chair. He stumbled forward, like he was walking for the first time, and slowly made his way to the trapped hero.

"Tony? Tony, come on, i-it's me! You wouldn't- Tony-"

This was a man who had come to mean so much more to Peter than just a mentor, or even a legal guardian. Sometimes, Peter really did feel that he was Tony's son. Now, this man who had found a way past all of Peter's defenses, had filled a hole Peter wasn't even sure had a bottom, was coming to hurt him-

"Tony! R-really, stop, this isn't you-"

Peter struggled against Otto's hold, just as he had a million times before. Tony had saved him last time. But now-

He didn't blink, he didn't listen, he didn't pause to hear Peter's pleas. He only came to a stop when he was feet away from the teen, leveling the can to his face.

"No! Listen! Y-you're Tony Stark! You don't h-have to listen to him, because you d-dont want to do this!" Peter choked out, tears slipping into his mouth.

Peter was terrified.

Tony jammed his index finger down on the nozzle.


	31. Another Point of View (part one)

_One year ago_ -

In short, Norman Osborn was dying. He had read the charts, seen a million doctors, tried a million more treatments, but no matter what, the truth remained. He was on the decline, and in a matter of months, he would be dead.

Norman could admit it: he wasn't in any rush to die. It wasn't dying, so much, that scared him.

It was what he would leave behind.

Harry, in too many ways, was nothing like his father. He didn't have the same smarts, the same drive that Norman had. But Harry would be the only one left to carry on what Norman had built. He would be his legacy. Don't get the wrong idea, Norman loved his son. He would do anything to see him succeed in life, and wanted nothing more than for him to be satisfied. But as much as he was loved, Harry wasn't cut out to run Oscorp. Not yet, anyway. If it were up to Norman, once Harry was old enough he would be trained by his side to learn the ins and outs of leading the company with their name.

But it wasn't up to Norman, now.

And that was what scared him the most.

Of course, he had tried to find a cure. He was the founder and CEO of one of the leading biotech companies in the world, it only made sense to utilize that. Norman poured funding into everything even remotely capable of helping him, from resurrecting old programs on spiders and black sludge, to newer methods as far-fetched as re-growing limbs.

Time was running out, and nothing was working. There was no cure, only dead-ends and half-complete answers to the wrong questions.

As his condition worsened, and his body really began to shut down, Norman Osborn gave up. He stopped going to meetings and pestering his scientists for updates that would never be ready in time. He locked himself away in his study and ignored anyone who came to him. There was no cure, and almost no time.

As a man of science, Norman tried his best to abstain from using words like 'coincidence' and 'miracle'. Those terms are lazy. Or they were. Until he witnessed his very own miracle.

Ever since that night with the Lizard, Norman knew Spiderman was special. He was clearly enhanced, and had the smarts to boot. But he didn't even consider him to solve his problem until Octavius approached the dying man one crisp Autumn day.

It was inconspicuous, and by the end of the meeting, they had come to an agreement; Octavius would find Spiderman, and see if he held the key to Osborn's cure, while Norman would fund him for anything he needed.

What other choice did he have, really?

He didn't ask questions, only for results. But it was taking too long. He was almost at his end, and on one September night, when he was far too drunk and far too desperate, he had an idea. Connors was gone, but his research had all been to help Norman. Perhaps if he tried to modify his serum?

That was the first time he donned the suit. Honestly, he didn't even remember what happened after he injected himself, but the next morning he found himself lying in the floor in an experimental military armor, and Pym labs had been attacked by a mysterious 'Goblin'. Who fought Spiderman. Not the best first impression.

After that, he decided to stay far away from Connor's labs.

The next time would come months later, on December fifteenth. Otto claimed to have found a way to get Spiderman, but he would need help from Norman. All he would have to do was plant the beads that sprung into tiny Octo-bots, then get out. And so he did. He wore the suit and got in and out before anybody even knew he was there. That should have been the last time, too.

Then Otto delivered. No questions asked, no more threats or anger or demands for results from Norman. Just a finished serum that had gone through 'every test imaginable'. Except one.

Otto wasn't the one intended to get that un-refined strain of the serum. The side-effects were less than desirable, but the result was hard to argue with. He was without medical flaw, his every old battle wound healed, and declining mental state returned to its former glory.

Then it was Osborn's turn. Equal parts his and Spiderman's DNA, along with some other compounds based on the vigilante's genetic make-up, the formula was finally perfected. None of the unpleasant side-effects, as it was fitted specifically to bond with Norman.

Or so it seemed. At first, it worked like a dream. He was finally healthy again! His skin no longer felt like it would fall apart with the slightest breeze. He could take deep, sweet breaths without his lungs rattling like an old smoker. For the first time in years, he felt like normal.

Well, not exactly  _normal_. The cure, after all, wasn't from a normal source. When he took it, he was  _strong_. Not just not-dying.  _Powerful._  Norman wasn't stupid, he knew he had power as a businessman. But now he had power as something more than just himself.

Physical.

Mental.

 _Super_.

"Dad?"

"What is it, Harry?"

"Um, I know you've been busy, but I was wondering if, this weekend, we could, I don't know, do something? It doesn't really matter what, just, it's been a while-"

"Sorry, Harry, I'm busy this weekend. Raincheck, okay?" Norman said coldly, returning to his work without waiting for a reply.

Harry was his son. He knew that, and it had once meant something to him. But the serum, it was showing him things. He would see the city skyline and know it was right that he was above it all. He would look upon his son and know, with the utmost conviction, that he wasn't quite… connected anymore. He had once been Norman's own blood.

But now Norman had different blood.

* * *

"Octavius?"

"What is it, Osborn?"

"Spiderman… you know who he is, don't you?"

Why was he asking? It didn't matter, now, he had served his purpose. But Norman couldn't ignore the whisper he sometimes heard at night, when he couldn't sleep because his thoughts wouldn't let him. On the nights when his blood pulsed in his veins like fire and he feels like if he touched anything it would shatter beneath his fingertips.

On nights like these, the voices float up to him. He isn't crazy, he knows the voices are only his own thoughts. But the way they curl and flit about the room they almost feel like smoke. Smoke that suffocates you as it brings you to life.

"Yes. Why do you ask?"

"I just…"

He just had to know. He had to meet the man whose blood had saved his life. No, brought him to life! Surely he would know why Norman felt this way, like he was flying and buried in his grave at the same time. He wanted to know he was… the same. Norman knew he wasn't normal, and he was glad, but surely there was one other out there who knew. He would never admit it, or even realise it, but Norman Osborn had become a lonely, lonely man.

"I need to know, Otto."

Otto leveled his gaze at the man for a long moment before answering with a sigh. "I'll give you what I have. But you might not like it."

"All I need is a name."

* * *

This was wrong. This was the wrong name! Peter Parker, the shy, polite child who sometime came over to help Harry study, was secretly a superhero. Not just any nameless, fameless street vigilante, but  _Spiderman_.

And now, he was the only human in the entire world like Norman at all. Altered in such a way that no one else could ever hope to understand. Freaks of nature, too strong, too smart for their own good.

Norman saw things differently, now. He knew that Harry, that sad, pathetic disappointment would never be like him. He was average, at best. But Peter? God, the only thing that kept him from being perfect was the fact that he wasn't Norman's.

No, he was  _Stark's_. Somehow, that man had swooped in and gotten his talons deep into Peter's young mind. Osborn had found out too late about May, and at the time he had enough problems of his own to worry about. Now Peter was far removed from him, by none other than Norman's biggest rival. It wasn't right.

Peter wasn't even the same as them! He should have been Norman's.

Why couldn't Harry have gotten these powers? Why couldn't Harry have the brains? The heart, the passion, drive? Why was his son nothing that he wanted him to be?

But you know what? Norman Osborn doesn't quit easily. If Tony Stark could warp Peter to his will, then Norman could do it too. He was willing to fight for this, to make this right. He deserved someone like Peter, and he was used to getting what he wanted.

He could beat death.

What were Earth's mightiest heroes compared to that?

* * *

_Present day-_

This wasn't right. Peter shouldn't be acting like this. He should be  _happy_  dammit! He's where he belongs, with Norman. Why was he fighting him on this?

He would show him. He would let him see exactly what was happening, lay all the cards on the table. Peter will see just what his blood and Norman's combined is capable of. Peter wasn't meant to beat up muggers in back alleys, Norman wasn't destined to sit through board meetings. With the two of them combined, they could be so much more.

He'll show him, alright. Starting with Tony Stark.

Norman isn't stupid. He knows that the serum was never supposed to work on the young hero. After all, It's mostly his own DNA. It's harmless as water to the boy.

But once he sees, once he knows what makes him so special, once Norman shows him exactly what makes him worthy to be his successor, he'll understand. Surely then it will go Norman's way. Surely, after everything Norman has done to get to this point, he'll finally finally come home.


	32. Another Point of View (Part Two)

Daredevil was having a really, really crap night. Sure, he never expected this kind of life to be easy, but today had  _sucked._  He should have known better than to get wrapped up in Peter's battle. He should have never left Hell's Kitchen.

But here he was, on the edge of a roof. He wasn't going to jump, but he was sure thinking about it as the girl behind him puked her guts out; the smell of it sent the devil's senses reeling.

He could hear the rustle of fabric on skin as Fitz rubbed small circles on Simmon's back. She was heaving now, her stomach seemingly emptied of its contents.

"Are you good?" Ant-Man asked softly.

Simmons sniffed, "No. None of this is good. But that isn't important right now, is it?"

Daredevil rose with a sigh and made his way back over to the trio, "Sorry, but you're right, it's not important. What matters right now is planning our next step-"

"Are you kidding right now?" Scott cut in, a deep set anger lining his usually good-natured features. Not that Matt knew that. But he could feel the heat radiating from him all the same.

"What do you mean?"

"I mean, we lost Ho- we lost Wasp! That's not important?!"

"I know this isn't an ideal situation, but-"

"No. You don't get it, you didn't have anyone you care about in there tonight. You didn't have to worry about seeing anyone you care about getting hurt, or killed, or worse! Of course it's not important-"

"You know damn well that's not true!" Matt growled.

"Oh, yeah?"

"Yes."

"Because from where I'm standing, you're the only one here who doesn't give a shit!"

"I'm sorry, was this not the picnic you thought it was gonna be?" Matt spat out through gritted teeth. "When I asked for your help tonight, I thought I made it pretty clear that this was gonna be dangerous!"

"You didn't tell us what we were up against!"

"Nobody knew what we were up against!"

"Still, this wasn't our fight." Scott poked Matt forcefully in the shoulder. "And now Hope is under the control of that maniac, and for what? Why was she there, huh?!"

"It's not my fight, either, Scott!" Daredevil poked him back, making him stumble backwards a bit. "In fact, none us really had to be here, tonight. But you know whose fight it  _is_? Peter's. You know, the little kid that goes around stopping petty crime and getting shot? The one who has  _defined_  'not my fight', and run head first into danger anyway? And you're saying we should have just left him to face this all alone, huh?"

Scott's anger crumpled a bit at that. Still, he said, "I'm not saying that. I'm just saying, the people that are still in that building? They're important."

"I know. So let's find a way to get them back, alright?" Matt finished wearily. To his relief, Scott nodded, if a bit begrudgingly

For the first time, Fitz spoke up, "Okay, if you guys are done… Can I ask what exactly happened back there?"

Matt would explain, but he was sort-of at a loss as well. He had thought they were winning, as they had defeated Electro and Rhino with almost no incidents, aside from Skye's broken ankle. But then Doc Ock had shown up.

Luckily, Scott seemed to be a little more in the know. "Well, you see, Octavius had this spray stuff, which was kinda like the lizard stuff from a few months ago-"

Matt remembered that night. Unfortunately, he hadn't been anywhere near Oscorp at the time, but Spidey had handled it. The antidote that had been dispersed across the city had smelled really badly, though. It beat being a lizard, of course, but Matt didn't leave his apartment until two nights later all the same. The stuff Otto had been spraying was much different. It wasn't so much a  _bad_  smell as a musky one. It was like salt water and chemicals, and some other smell that seemed familiar, but Daredevil just couldn't seem to place.

"Hey hold on. Lizard worked for Oscorp, right? Maybe he helped to make it?"

"Um, maybe, but what did it do? To the others, I mean."

"Oh, right. Well, I'm not really sure, but it seemed like who ever inhaled it got all gross and scaley, and then Osborn could control them. He… he did it to Hope while we were still in there."

"Osborn?" Simmons asked, surprisingly calmly.

"Oh, yeah, I totally forgot to tell you, Norman Osborn is the Green Goblin!" Scott said dramatically.

"Woah."

"Right? So, anyway, that's what Otto was spraying everybody with. And we found the Avengers, by the way. But I'm not really sure if they've been sprayed yet, or not. But they probably have."

"And Spiderman?" Daredevil asked. An itching sense of worry had been festering in the back of his mind ever since his comm went silent.

Scott rubbed the back of his neck uncomfortably, "Well, I didn't see him, but… I  _did_  see some pictures of him."

Simmons raised a brow, "Wait, like, pictures from online, or surveillance pictures-?"

"No, I… um, I don't know if it's my place to tell you…"

"Scott, if you know something, you  _have_  to tell us. It's the only way to help them, now." Matt said seriously.

"Well… I mean, you're right, but… I don't know if this is really relevant." Scott explained slowly, obviously grasping at straws. Matt heard his heart beat faster, ever so slightly. He also caught a whiff of his nervous sweat.

"Nope. You already mentioned it, now you have to tell us." Fitz demanded.

As unfounded and, well,  _childish_  as the argument had been, it seemed to work on Scott. "Fine. But don't tell him I told you, okay? After all, I really don't wanna be on  _Spiderman's_  shit list."

"He's a child."

"Yeah? A mutant child that has the name of something that eats ants."

"Just tell us, Scott!"

"Alright!" He bit his lip and considered his words before proceeding, "When we went in there, you know, in the hidden room? We saw these screens and they were showing all of these, like, I don't know, pictures of Spiderman. But he was, um, he was being cut open or something." He ended in a rush, pushing the words out like they were painful.

"Wait. Cut up?" Simmons cocked her head to the side, confused.

"You think it was from tonight?"

Scott shook his head, "No, I don't think they did all of this in the last few hours. Besides, Otto was the one doing the…  _stuff_ in the pictures, and I know where he's been since we got there."

"What kind of stuff?" Matt asked.

"Man, I don't even know. It was just… guys it looked  _awful._ " Scott breathed. "And he was like, strapped down or something, and all of these tubes and wires were in him-"

"I knew it!" Simmons threw her hands up triumphantly, "Fitz, I  _told_  you, his powers are from experimentation!"

"Hold on, you're  _happy_ about that?" Matt asked in horror.

She paled as he said that, quickly trying to defend herself. "No! Nononono, we just- a few weeks ago, we- Leo and I- we were called in to do a routine physical exam on Spiderman. And he had all of these scars on his arms and we were just wondering what it all was from. That's all!"

"Jesus Christ."

"Does this mean he got his powers from Oscorp?" Fitz wondered aloud.

"Maybe. But why does it matter again?" Simmons asked.

"Because Oscorp has a bunch of animals they've been using for experiments, too." Scott shook his head ruefully. "Whatever is happening in that building right now, they've been doing sinister stuff for a long time. And they're getting away with it."

"So what are we gonna do about it?"

Matt's question unfurled into the chill night air, but it was met with silence. Nobody knew the answer this time.

"Well." Jemma started slowly, choosing her words carefully, "I think our focus should be on that spray stuff. If it really gives Osborn control over people, it's his most dangerous weapon."

Scott nodded, "Agreed. But how do we combat it?"

"Well, I don't know for sure if it'll work, especially without most of my resources, but I can try to synthesize an antidote."

"Alright, then, what do you need?" Matt asked.

"I'll need to collect samples of whatever it was in that spray. Then, of course, I'll need a way to distribute it to whoever was affected, wherever they were taken."

Fitz nodded, "I think I can come up with something. But I was thinking, if I can get the coms back online, or at least enough to patch us through for a few seconds, I can see if anyone on the inside is still… you know, not been sprayed yet."

"Can you do that?" Scott asked, though he was obviously trying to keep the hopeful edge out of his voice.

"Maybe… but it would all be for nothing without an antidote, so that's gotta be our priority."

"Looks like we all have plenty to do." Matt declared. "Let's get to it."

* * *

Peter squeezed his eyes shut and tried not to breathe. He really did try. But between the panicked racing of his heart and the sobs that pulled at his lips, it wasn't long before he gasped a heaving breath.

Maybe it wouldn't be so bad. Maybe if Osborn was in control, Peter wouldn't have to worry anymore. When you're under mind control, nobody expects you to save the day.

Then his vision went white and he was flying. And falling. And dying and crying and missing the last stair step and screaming and burning burning burning BuRning.

God, he's only ever felt like this once. After the spider bite. He went home, feeling a bit feverish and went to bed. A few hours later, he was writhing in his sheets, wanting nothing more than to cry out for Uncle Ben or Aunt May but wasn't able to do anything more than whimper. He thought he was going to die that night.

This was exactly the same.

Then he was blinking his eyes and gasping in heavy, wet heaves. God, his muscles were fraying, his tendons like an overused rope. Why why why was there always pain? Why was it that he was always getting hurt? And now it was worse than ever, because there was no aunt May to hug him tight and whisper in his ear that it would all be okay, like she had when he was younger and always sick. There was no uncle Ben to read to him when he couldn't sleep because of the nightmares of burning planes and crashing metal. There was no Tony to run calloused hands through his hair when he woke up screaming, no Bruce chiding him for getting hurt in the first place, no Steve Natasha Clint or Thor to train him to keep him from getting hurt next time, no Pepper to make inedible cookies with him at some ungodly hour because she just  _gets_   _it_. They were all gone, and Peter was alone, and  _in pain_  and God, make it  _stop_.

His vision washed white, and he was left in silence. The pain subsided into a dull throb, like he was just going to ignore it for now. Well, it looked like he would.

Was he gone? Maybe Goblin was having him do some awful thing right at this moment. The weirdest part was, he didn't really care. Peter had given all that he had. He was empty.

"I'm sorry." He murmured to no-one.

Sorry I wasn't enough.

Sorry for hurting you.

Sorry you had to deal with me.

Sorry for being such a problem.

Sorry I let you down.

Sorry.

I tried.

"Peter."

A voice he didn't quite recognize rang out across the white. He wanted to look for them, but there was nothing to see. He wanted to say something, but he couldn't seem to muster any more words.

"Peter, come on." The voice spoke again. "This won't last much longer, and you've got a choice to make."

"A- a choice?"

"Yeah, Pete. When you go back, and you're staring down your nightmares, you gotta decide real quick. What do you stand for?"

"What are you talking about." Peter's voice was frail, like as he said the words they were being snatched away by the wind.

"Didn't Osborn explain? Peter, this stuff that's in your blood right now, it brings out the most basic parts of you. It lights up all of those dark corners, and makes it to where you can't hide who you are. That's what made the goblin in the first place. When he couldn't hide, it turned out he wasn't such a good guy after all."

"So, Peter, when you come to, and you're who you really are, right down to your core, who are you gonna be?"

Peter was silent for a moment before he asked, "I- If this stuff… does that, then I won't have a choice, will I? I'm gonna be like him."

"Will you?" The voice didn't sound all too interested, more like they were talking about ice cream preferences than the fate of Peter's free will.

"Yes?"

"Maybe. I won't kid you, you've got some pretty dark corners. But at the end of the day, I think you know what everyone else has always said. Whether you believe it or not, maybe you're a good kid at heart."

Peter almost believed them. Almost. "How do I know you're right?"

"Oh, you don't!" The voice said lightly, "I'm just a random voice you can't quite place, right? But consider it, Peter."

Peter blinked and the whiteness faded ever so slightly, letting him see fragments of the basement around him.

"After all, maybe you do have a choice at the end of the day."

* * *

"Peter?"

Now  _that_  voice Peter recognized.

He blinked a few more times and the whiteness faded away like a fog. Then he kinda wished it would come back. Right in front of his eyes, the spray can was still leveled at him, inches from his face. Right next to it was none other than Norman Osborn, peering at him intently, like he was looking for something.

"What?" Peter coughed up.

Norman smiled, which hadn't exactly been what Peter was going for. "I knew it. You're a strong one, Parker. That serum was no match for you."

With a flick of Norman's hand, the metal around Peter's wrists and ankles loosened, then retreated back to Octavius. Peter lowered his arms slowly, groggily. Everything was the same. This was the same room, the same Norman Osborn, the same hellish cells, the same Tony Stark pointing what might as well be poison in his face. It was all the same, but also, somehow, different.

Peter couldn't explain it, but now, it was just  _clearer_. It was just like last time, when he no longer needed glasses, because his vision was miraculously perfected overnight. In just the same way, all of the things that had terrified him moments before now just made a weird kind of sense.

"Peter, you- you  _understand_ now, don't you? You see what I'm trying to do?"

Peter met Osborn's gaze, and he was surprised to find that he  _did_. He understood. But still…

There was something happening within him. God, he was warping. He could see where Osborn was coming from, even felt bad for what he had to go through. In the lines of his face, Peter saw the raw, honest need.

But he wasn't guilty. For the first time in what he could remember, he didn't feel weighed down by his failures, and for what he couldn't stop. He could never have saved Norman Osborn from himself.

"I think I do." Peter's voice felt foreign. It was coming from somewhere else, it must be, even though he could feel his mouth moving. Nevertheless, he stepped closer to Osborn, who reached out a hand to cup Peter's cheek.

"My dear boy-"

"But you're wrong." Peter declared. And with that, he decked Norman in the face with a powerful right hook. He didn't even hold back. Not anymore.

Osborn staggered back from the force of the punch, then whirled around to face Peter, his eyes glinting like green ice.

"What-!?"

But Peter was on him again, unrelenting, unstopping. Everything was clear, now, so how could he be anything less?

Norman, though, gave as good as he got. With a growl that was far beyond human, he threw himself at the teen. Peter's head snapped to the side as Norman's fist rammed across his left cheek. He was pulled the other way as Norman's long, sharp nails were dragged down the other side of Peter's face. Dully, he felt blood trickle down past his jaw, to his neck.

Peter jumped into the air and kicked Osborn in the chest with both of his feet, in a way Peter had seen Steve do in old YouTube videos. They both fell to the floor, and both were up within a heartbeat.

They went on like this in a sort of dance, as Peter's muscles melted from the strain, and neither of them relented. While he had started strong, all adrenaline and the good ole' element of surprise, Peter wouldn't last much longer like this.

But isn't this, when you've given just about everything, and there seems to be no way out, isn't that when miracles happen?

As he rolled across the room after a particularly powerful hit, Peter heard a crackle in his ear. The comm!

" _*Frztz*- H-llo *Sptrss* Co-m in. Th-s is Fitz- *Crck* -yoU read me-? *Frtzzz*"_

"Fitz!" Peter cried, pressing a finger to the device in his ear, "This is Spiderman, I read you, over!"

" _P-ter?"_  Fitz asked through the static and fizz. " _You're Ok-y?_ "

"Yeah! What about you?" Peter rolled to the side as Norman finally reached him and lashed for his arm. He heard the sickening screech of something hard scratching against metal.

" _*Frckk* Pe-er, do yo-uUuu have eyes o- the oTh-rs?_ "

"Y-yes!" Peter blindly kicked behind himself, pleased to hear a grunt as he hit his mark. "They're all here with me, in the basement! So is Osborn and- Ack!"

Norman had gotten a hold of his ankle and spun around, releasing Peter to fly across the room. He sailed right through the hallway into the room with the screens and hit the opposite wall with a dull *Crack*. Peter slumped to the ground, unable to see through his double vision.

Then the hissing in his ears stopped, leaving him alone in that place once more.

Before Peter knew it, Osborn was standing over him again, this time curling his long, bony fingers around his neck. And  _squeezing_ …

He leaned in close, to where Peter could smell his stale breath, "It didn't have to be this way. You could have stood beside me like you were meant to do. I gave you another chance!"

Peter, for some reason, wasn't scared. He just stared back, emotionless, into Osborn's eyes.

Norman scoffed, and pulled Peter forward just enough to slam him backward against the wall again. Peter's vision swam.

"I had so much hope for you. What a waste."

This was it. Peter was going to die. There was no mistaking the resignation and resolve in the older man's eyes. Peter simply closed his own, and smiled.

Because Peter wasn't afraid to die.

Norman raised his other hand to wrap around the hero's face, ready to snap his neck until he heard, faint and impossible, a click.

Then the door popped open and all hell broke loose.

* * *

With a nod from Daredevil, Scott threw open the door to the secret underground room.

Admittedly, they didn't have much of a plan. It hadn't been hard to collect the residue of the serum left all over the street where there they had fought with Electro, Rhino, and Doc Ock. The stuff was seriously  _everywhere_. After that, it had been only a matter of time and a makeshift lab for FitzSimmons to make not only an antidote, but a way to deliver it. It had taken the rest of the night, though, and it was well near eight in the morning before they were able to get the coms running.

There were mixed results. Good news: Spiderman was still okay. Bad news: it looked like nobody else was. Just great. To make matters worse, as soon as they busted in, they would have to not only save the downed heroes and agents, but also face a bunch of super villains.

But what choice did they have?

Scott stormed in first, using the element of surprise to his advantage. Without even looking around, he ran at the first bad-looking guy he saw. Who just so happened to be Doc Ock, emerging from the hallway not expecting to be attacked. Luckily, Scott was able to get in a cheap shot to his jaw before he realized what was happening.

Otto let out a yowl of outrage (slightly muffled by the surgical mask he still wore) and slung an arm at Scott, who was already shrinking down and was easily able to avoid Ock's attack. He free-fell to the ground where, to his dismay, there was a pile of sand.

"Oh, not aga-" Scott was cut off as the sand enveloped him, and he was forced to grow again. Now full sized, he was the perfect size for Ock's arm, which found it's mark in his stomach and pushed him back right into Rhino's incoming foot, which kicked him clean across the room. He would have hit the wall if not for one of Otto's arms snatching him out of the air to put him back in for more from the trio of villains.

Meanwhile, Daredevil was running to where Osborn had Peter in a death grip.

Osborn growled in annoyance, "We're a little busy, here. Why don't you run back to Hell's Kitchen and micromanage there for a little while, hmm?"

"Yeah, how about you let go of the kid before I beat your ass?" Matt spat.

"Fine, have it your way." Norman grinned coldly before yanking his hands away from Peter and lunging at Daredevil. He was fast. Too fast. He was obviously advanced, just as they had thought.

As Daredevil ducked the swipe of Norman's fist, he heard the whir of machinery behind himself. Before he could react, there were long, metal talons sinking into his shoulder at the same time as a bolt of electricity crawled up his arm and rattled his spine.

Matt let out a grunt of pain through his gritted teeth as he fell to his knees. Standing before him were none other than Electro, Vulture, and, of course, Norman Osborn.

"Boys, it looks like the vigilante bit off a bit more than he can chew." Vulture crooned excitedly. Matt couldn't help but think of how fitting the guy's name was.

"How many of you guys  _are_  there?" Daredevil turned at the sound of a raspy voice behind himself to sense Peter staggering to his feet.

"Funny you should ask, Peter. You see, we were thinking of a name, sort of like the Avengers. How does the  _Sinister Six_  sound?" Norman asked, obviously proud of his wordplay.

Peter met eyes with Daredevil, (Not to say he met them in return) and in that moment, the next step was clear.

"Lame." Peter deadpanned.

"Cliche." Daredevil agreed.

And with that, they jumped to action.

Daredevil, to his credit, knew that three heroes in questionable condition couldn't take on six villains in their prime. But, of course, he was only stalling.

* * *

FitzSimmons were, by no means, superheroes. But in the past twenty-four hours there had been a distinct lack of superheroes, so they would have to do. That being said, Jemma couldn't help but wish there was somebody else who could do this as she and Fitz snuck into the secret room. Or maybe it should be called a battle ground, because that sure seemed more accurate.

She tried not to get distracted by the fact that Spidey, Daredevil, and Ant-Man were clearly losing. There wasn't anything she could do about that. She and Leo weren't made for fighting. They were scientists, and that was how they would save the day.

While the villains were distracted, the pair made their way around the room. The plan was simple: set the machines, and once they were all activated, wait five minutes for them to go off. They just had to manage to not get caught, and keep everyone busy until they were ready.

They stayed close to the wall and crept straight down the hallway, where there would be nobody around to see them as they worked.

"Aright, Jemma," Leo whispered as they entered the lab-like room; he pulled out a machine about the size and shape of a bowling pin. "Pour the solution in that bigger bulgy bit, there."

Simmons nodded and did as he asked, then kept her eyes on his barely shaking hands as he hooked the machine to the wall, close to the ground.

"Alright, let's put another one over- eep!" Jemma jumped and nearly dropped the vials in her hands when she turned around and really took in the room for the first time.

She saw the group of scaley, vaguely familiar creatures sitting still in the cells across the floor. They were all just… staring.

"Are they…?"

"Maybe they're sleeping with their eyes open?"

"Um, y-yeah. Yeah, that could be it."

"Should we-?"

"Well, they're not stopping us, so-"

"Yeah."

So they went back to work.

They managed to get another machine hooked up and loaded with the solution, then two more. So far so good. They had two more to set up before they could be activated, though, and they would need to be in the first room.

Before they could head back the way they came, Fitz grabbed Simmon's hand and pulled her back.

"You know," He murmured, grabbing her shoulders to comfort her in a way she hadn't realized she wanted until just then, "You can go ahead and give me the vials, and you can stay here. I swear, it would be just as fast for me to go alone."

Oh, God. This was just like him, wasn't it? She should have known he would try to keep her out of harm's way, when it really came down to it.

She reached up and cupped his face with both of her hands, "Leo, it's both of us or neither of us, you know that. It's the way it's always been, and I'm not going to hide here while you go try to be a martyr."

"Jemma, this is serious, I wouldn't be able to stand it if-"

"I know." She cut him off before he could finish that thought. "But I would rather it happen with you than after you, Fitz. So come on, they won't be able to hold off those 'sinister six' for long."

She pulled away from him and led him to the hall with her hand in his. They never really talked about stuff like this, but they both knew it was true. There was no doubt that Jemma Simmons would lay down her life for Leo Fitz, and vice-versa. After all, he was her best friend.

As quietly as possible, they made their way around the still-raging battle and planted another machine. One to go.

Then it all went to shit.

One moment Spidey was kicking Osborn in the face, the next he was getting kicked in the stomach and came crashing down, right next to where FitzSimmons were creeping along the wall to the final location.

"Oh, I see." Norman was there in a flash, pinning the young hero once again, "I must have missed a few. I'll just have to have my  _good_  children take care of you two." As he stressed the word, he squeezed Peter's wrists, drawing a hiss of pain from the teen.

This was bad.

Then Fitz, drawing on some previously untapped well of courage and stupidity, kicked Norman Osborn in the side and yelled, "Let him go!"

Osborn may have retaliated if he weren't so shocked. In the time it took him to recover, Peter was already back in action, tackling Osborn to the ground, and away from the two scientists.

"Leo that was-" Jemma stammered, "That was amazing!"

Fitz was panting heavily from the rush of adrenaline, but he still ducked his head and blushed at her praise. "Oh, it was no-"

Just then, the dozen scaley creatures from the other room came pouring in through the hall.

This was worse.

"Good God." Fitz whispered, his breath hitching as he took in the oncoming threats. Jemma, for her part, was lucky enough to not pass out then and there.

"What do we-" Simmons didn't even have a chance to finish her question as two of the things clawed right into her. One of them, looking like a male and slightly familiar, scratched deep into her left arm. The other, a female that must have been Black Widow, recognizable even when altered in such a way, was pulling Simmons forward by her shirt-collar to scratch at her throat.

"JEMMA!" she turned to see Fitz pinned down and being torn to bits by four more of the things. The rest had been diverted by the other fights going on between the vigilantes and villains.

She tore her eyes away from her friend to face Widow, who had pulled her only centimeters from her own face.

"Oh, hear that? Your lover is calling for you!" She snarled in a voice that was definitely not Widow's.

Behind her, Jemma heard Fitz scream.

On more instinct than actual thought or skill, Simmons lifted a leg and kicked not-Widow in the stomach. The other yelped in pain, and the male's grip tightened on Jemma's arm, cutting deep and hard. In retaliation, Simmons pulled up her other arm and slapped him across the face, then whipped back to punch the female with her now-free and now-bloody fist, as the blood had dripped down her arm to pool at her finger-tips.

In that one, quick moment of shock, she was free. Not wasting a second, Simmons scrambled away from the recovering pair, and towards Fitz, who was still shrilly, loudly, screaming.

"GET AWAY FROM HIM!" Simmons cried, picking up a random tool from a table-top and chucking it at the nearest creature. It let out a yowl as it fell to the floor, some kind of crobar looking thing sticking out of its back.

Then all of their attention was on her.

Fitz met her eyes for but a moment, as every beast that had attacked them focused on her with murder in their eyes. Simmons tried not to tremble as she mouthed  _go_.

She held in a sob as he nodded and the things pounced. They buried her in a mess of claws, scales and teeth.

Because Fitz still had a chance. And that was all they needed.

* * *

*Click*

Five minutes.

Five minutes until the antidote was ready to release.

The heroes just had to hold on for five minutes.

* * *

Scott didn't think he could last for another minute. He'd already gone through a few rounds with Sandman that night, and now he had all of his evil buddies together? And Scott had to hold them off until thing one and thing two could do their part and get the heck out before somebody noticed them.

Still, he held his ground well enough so far. So what if he was totally out of ideas at this point, and was basically just taking hits? He had been in prison, and this was pretty much the same thing. Right?

He was just jumping out of the path of yet another charge from Rhino (Who was, thankfully, not able to do much in such a confined space) As he was hit in the back of the head by a powerful blow. Thank God for the helmet.

He turned to see the last thing he wanted to. Wasp. Or, rather, Not-Wasp. She smiled coldly at him and stepped closer, making him stumble backwards into Vulture, who slammed into him with a strong purple blast. Then he flew forward, and couldn't help but fall into Not-Wasp's clutches.

"Hello, Scotty." She said, voice dead and flat, as she reached forward and yanked off his helmet.

He couldn't shrink without his helmet.

He had no defense, no powers without his helmet.

She looked into his uncovered face and, with one last sick, twisted smile, raised a can to his nose and jammed the nozzle down.

* * *

_Four minutes_

Jemma put up the best fight she could, but you already know she's not a fighter. It's already been said that she's no hero either. She thought that being a scientist would save the day.

Until the green spray filled her up and choked her, warped her, and stole all of that away.

* * *

At three minutes Matt fell to his knees. It had been one hell of a night and, truthfully, he wasn't really any match for these guys.

He was just a soldier, molded until he was willing to fight, then set out to protect the innocent. Who was he protecting here, stories below the surface of New York, a lifetime away from Hell's Kitchen?

Where was Foggy right now? Probably wondering why Matt was late for work again. Then preparing to go to his apartment during lunch to see if there were any dying vigilantes in skintight red leather he could lecture while he helped him bind his wounds.

God, he'd been stabbed in the shoulder tonight. He had no super healing, no super strength, no super speed.

Honestly, were his powers any better than just not being blind?

Then his nostrils were filled with the smell of chemicals he didn't know the names of, Osborn and, most of all, Peter Parker.

Then he felt the agony and the world faded to white.

And he was flying.

And falling

And screaming

And dying

And-

* * *

Two minutes were left when Fitz was surrounded. Jemma was done, they had made her just the same as them. Looking around, he seemed to be the only one left.

Who cared? He didn't even run as he stared into the face of the woman he had come to cherish.

"I love you, Jemma."

Her dead, black eyes didn't even blink as she sprayed him in the face.

* * *

"One minute." Peter grunted, "I think I need to take a short break. You know, to visit the little spider's room, maybe grab a sip of water before-"

"Enough!" Osborn snarled, "I swear, one more quip and you'll regret it!"

"Oh, so you haven't even been trying?" Peter panted lightly, trying to distract the other. Honestly, joking was the last thing he wanted to do right then, but in all of his many months of experience, it seemed to work pretty well to knock whoever he was fighting off balance.

"That's it!" Osborn pulled out something from his pocket, about the size of a baseball and orange. Peter only had time to think 'shit' before it was exploding in his face.

Dazed, Peter stumbled back. Osborn advanced again, shoving the teen to the floor while he was unbalanced. He followed up with another pumpkin bomb, which somehow seemed way worse than the first. Peter was already on the ground, so all he could do was squeeze his eyes shut as the room spun around him. Osborn stood over him, one foot on either side of Peter's torso, and leaned down to where he was crouching over him, inches from his face.

"You know, you were right, Peter. I was holding back. But I suppose there's no point anymore, huh?" Osborn slid yet another bomb from his pocket and Peter turned away.

He glanced around the room and saw that the fighting around them had come to a stop. The scaley people (No, not people.  _Things_  that were once people) had all paused, eyes on Osborn. Vulture was standing beside a human Sandman, both watching as Osborn continued to beat the crap out of Peter. The Rhino suit was powering down, now that there was nobody left to fight. Electro strode away, not really caring about what happened now. He had done his part.

Then there was Otto Octavius, the man of Peter's nightmares, grinning down on him. The surgical mask had gotten dislodged at some point during the fight, giving full view to the gaping, scaley green maw that was now where his lips had been. Despite the snake-like mouth, Peter knew that grin. They had won, and Otto knew it. He wore the same look as he cut into Peter,  _slicing, the whirring of a saw, the *squelch* of blood and warm, sticky guts, the sheen of a blade-_

Peter was pulled back into what was happening as Norman brought down a blade of his own, shaped like a bat. Peter would make fun of it if it didn't hurt so much. Norman didn't even pull it out of Peter's shoulder, instead choosing to leave it there.

"I never would have hurt you, Peter, but you just had to be a hero, didn't you?!" The man's voice was manic, rising with rage and betrayal. He pulled out another bat-blade and rammed it into Peter's other shoulder. The teen's back arched in pain, but he couldn't dislodge Norman, now.

"We could have been great! But you keep throwing it all away!" Osborn slowly pulled out another blade (How big were this guy's pockets?) and leaned back. He leveled Peter with a seething glare, "But you know what? I think you've had enough chances. You won't take your place at the top? Fine. But I won't have you defy me anymore!"

Full of righteous fury, he lifted the weapon above his head. Peter heard a scuffling to his left, accompanied by a hiss, and a groan of pain, but he didn't even register it as his Spider sense screamed above it all.  _Get away!_

"Goodbye, Spiderman."

Peter saw the blade coming down right over his heart and squeezed his eyes shut, not wanting to see it happen. Then he felt the weight over his stomach lift as Osborn fell to the side.

One heartbeat. Peter wasn't dead.

Two heartbeats. How?

He peeked out of one eye, and the sight almost brought tears to his eyes.

Tony Stark stood over him with one hand out to help him up. Better yet were his eyes, no longer black, and shining bright with life once again.

"Hey Peter." Tony smiled, a sight that actually had Peter welling up.

"H-hey, Tony."

"You look like shit."

Peter's giggle was airy and high pitched with relief, and he didn't even care.

"Welcome back."


	33. Revelations

Matt was… lost.

One moment, it was dark, and painful and  _confusing. Nothing made any sense. There were flashes of color, bursts of light and sound. A chorus of chaos. Then he heard the strong heartbeat and steady, liquor- flavored breaths of a man he hadn't known in a long, long time. Not since he had won that last, fateful fight._

_"Dad?"_

" _Get up, kid." A different person, a different man commanded. The harsh voice grated on Matt's ears and made him want to scream in frustration. Every damn time, Stick._

 _Then that voice was swept away by another, softer tone, "C'mon, Matt. Again? You_ do  _know that if that costume wasn't red, it would be stained by now. Of course… do you know it's red?"_

_Despite the pain, and the confusion, Matt almost laughed at that._

_Then another voice, and another, and another, on and on and on and on and on aND ON AND ON-_

_Until it just… stopped._

The chaotic colors and sounds and smells all calmed as Matt heaved in gasping, choking breaths. He could taste something in the air that he couldn't quite place. He could hear gasping similar to his own in a room he could tell was pretty big and-

And it all came rushing back.

One moment turned into the next, and before Matt could even breathe normally again, he heard the battle cry of none other than Tony Stark. The collision echoed around the concrete room.

Then it was complete and utter insanity.

* * *

"C'mon you big idiot!" Skye cried, running around in circles as Rhino tried to swat at her with a giant mechanical fist. Seriously, how was this her life? The moment the fighting had broken out, she was charged by the aforementioned villain.

Honestly, though, why would he bother attacking a very obviously  _not_ super-powered person? Okay, sure, she was still in her SHIELD uniform, and was kinda supposed to do this superhero stuff as a job, but on the  _computer_. She was about as good at fighting as any other random citizen. Man, she should have tried harder in that combat training.

"Skye, watch out!" Ward cried as he pulled her to the side, and Rhino's horn missed her chest by inches.

"Thanks!" she breathed, then set to running around Rhino again. Ward nodded, and did the same.

Now, this may seem like a dumb plan. After all, to Rhino they were about as harmless as flies. But that was the point. If they were as annoying as flies, keeping him busy with swatting at them, he may not notice the real threat until it was too late.

For now, though, Skye and Ward just had to manage not to get squished.

Easier said than done.

Skye dove forward as his fist came down. The impact resounded with a *BOOMPH!* and the concrete where she had been standing cracked and crumbled to dust. This left her directly under the gargantuan armor, and between some very threatening feet…

On more instinct and impulse than as an actual plan, she grabbed onto one of the panels on the underside of the suit and pulled herself up. Good news: the feet would no longer be a problem. Bad news: this was a very, very poorly planned solution to that first problem.

"Get off!" The Russian in the suit growled, hitting himself in the stomach area to try and hit Skye, who clambered higher to avoid the impact.

"SKYE!" Ward screamed, "WHAT ARE YOU DOING!?"

"It's fine, I think I saw Spiderman do this once!" Skye called back, only half-joking. It could be done. By someone with superpowers, but still, it could be done.

She climbed until she was on top of the suit, then wrapped her arms around his neck and held on tight.

In that moment, she was reminded of the time she and a few other kids had snuck out of their foster home and gone to a nearby western-themed bar. For whatever reason, nobody had questioned the presence of minors in there, mingling with the older crowd. They just hung out for a while, and with the little money they had scrounged up, had as much fun as they could.

At some point in the night, they gathered around the mechanical bull that had been put in the middle of the bar. One thing led to another, and the next thing Skye knew, she was sitting on the thing, clinging on for dear life. She didn't remember much after that, as she had fallen off within seconds and hit her head hard enough to pass out.

Now, in this moment, she really  _really_  hoped her bull riding improved since that night.

As expected, Rhino began to buck and thrash, falling to all fours and rocking back and forth. Skye squeezed her eyes shut and focused all of her energy on staying in place. Vaguely, she hoped everyone was able to get out of the way before they got smashed.

She didn't know how long it was, but before she knew what was happening, Skye was flying across the room. She kept her eyes shut, as if that would prevent the inevitable crash-landing. Then it came. In a way. Skye opened her eyes as she fell into strong arms, and against a broad chest. She looked up into the eyes of a concerned Captain America.

It may have been the adrenaline of almost dying, or the fact that she had just been caught by  _Captain America_ , but all she could think was, "Oh, Phil's gonna lose his  _mind_."

Oh, dang. She said that out loud.

He gave her a quick, reassuring smile before setting her down and jumping back into the fray.

Skye watched him go for a moment, before shaking her head to chase away the hazy thoughts.  _Come on, focus, Skye!_

She ran back over to Rhino, where Ward was backed into a corner. Somehow, he had found a chair and was now holding it in the air, in the way of defense. He looked kind of like a lion tamer, to be honest.

Rhino laughed cruelly, "Oh, no! Not a chair! What will I do? Ha!"

Skye was too far to help. She realized it too late, as Rhino's fist reared back to deliver that fatal blow… only to stay there. Distantly, Skye heard a tiny whoop of triumph.

About time!

"What-?" Rhino spluttered, trying to move, only finding that his suit wouldn't respond.

"Oh, I'm sorry." the voice seemed to come from nowhere. Until, that is, Ant-man sprung to his full height before them, holding a fist full of wires. "Were these important?"

Rhino struggled for a bit more, before screaming in frustration, "NO!"

Scott grinned, "Oh, good."

* * *

"Incoming!"

May dodged the mass of tangled wings and fluttering machinery. Wasp grappled with Vulture on the ground for a few seconds, before shrinking down.

"Ugh!" Vulture screeched, "Stop that!"

"No thanks!" called out the tiny voice of Wasp.

Before Vulture could take off again, May rushed forward, and delivered a blow to his jaw. They had been at this for a few minutes, now, and they had a pretty good system. Wasp, because of her wings, would face off against Vulture while he was in the air. Then if he started getting the upper hand, she would find a way to send them both tumbling to the ground, where May would take over until he found a way to take off again, in which case the cycle would repeat.

Needless to say, the guy was getting  _pissed_.

"Come here, bug!" Vulture yelled out, scrambling away from May on his knees and toward a quick-moving speck on the ground that could only be Wasp. He raised his arm to smash her, but May grabbed his fist and twisted his arm around a  _little_  too far. She felt more than she heard the sickening * _pop_ * as his arm wrenched free of its socket.

"AUCK!" he screeched, in true Vulture fashion. The hand supporting his upper body slipped with the pain coming from his other shoulder, and he hit his chin on the ground with wet * _flap!*_

Wasp grew again and sauntered over to the downed villain. She crouched before him and smiled, before raising her arm and smacking the ground a few times.

"One! Two! THREE! And he's down for the count!" she declared like a wrestling announcer. Vulture groaned.

May, for once, smiled.

* * *

"Hey, I have a question." Coulson said conversationally. "So you get bigger if you're around more sand. But then you can become human again, so do you always keep the same sand you started out with, or does any sand you use become a new body part if you use it to turn human again?"

"Dude." Sandman paused just as he was about to wash over Coulson, "That's actually a really good question."

"I have another! Do you think there are any, like, beaches or sandboxes out there that have part of your arm or ear or something in it? Because  _I_  don't have a cat, but if that even has a possibility of being true, I don't think I could ever look at a litter box the same way."

"Huh. You know, I bet parts  _have_ gotten mixed up over time. But, like, maybe I don't lose enough of the original sand to make a difference on how I look when I re-form. Maybe I only lose the same amount as anyone does from general shedding."

"That's a possibility." Coulson nodded thoughtfully, "But here's a  _really_  intense idea. Let's say my first idea was right, and you leave behind old parts of yourself and replace it with new sand. How many times can you do that before you're not the same person anymore, because all of the sand you started out with is replaced by new stuff?"

...

" _Duuude_!"

* * *

"Is it just me, or is the guy with electric powers really named  _Max_?" Daredevil grunted, just barely dodging the strike of electricity that was going for his head.

"Stop!" Electro growled, annoyed, "Whatever you have to say I've heard it all already!"

"Alright, I guess I can skip the one-liners, then." Daredevil shrugged before lunging at the electric man, "They're really more Spidey's thing, anyway."

Fitz and Simmons ducked as Daredevil went flying over their heads after a particularly strung surge from the villain.

"Fitz, we have to help!" Simmons hissed, "Seriously, we're the only ones not helping!"

"Jemma, we're  _nerds_. There's not much we can do outside of a lab!"

"That's no excuse. There's got to be something we can do." she rebutted.

Fitz stared at her in the artificial lighting. She was, of course, beautiful, but it was clear she had had a hard day. Her hair, usually in a stern ponytail or bun, was now falling out of the scrunchie. Wisps of escaped strands framed her face, which was still in deep shadow, while also incredibly pale. Some deep, irrational part of Fitz wanted to reach out and tuck those unruly hairs behind her ears, and out of her eyes. But he knew better.

Despite her appearance, she was still getting up to fight some more. Simmons, who once cried about stepping on a ladybug while drunk. She was so strong, in ways she didn't even know. Somehow that gave Fitz strength, too.

"Okay, any ideas?" Fitz asked her, after a few seconds too long of studying her features.

"Um, no. But we have to do something!" Simmons glanced back at Daredevil, who had already recovered from being tossed across the room, and was back to dodging Electro's blasts.

"Alright, so let's start with…"

"What do we know about Electro?"

"He, uh, he has electric powers."

"When Spiderman fights him, how has he beat him?"

"Water! He used a fire hydrant that one time with the diamonds."

"But where can we get water down here?"

"Well, maybe one of these pipes? But they could also be-"

"Gas. What about that one time he over-loaded the circuits-?"

"But he used, like, a whole  _block_ -"

"Yeah, but if we used all of the power of the building-"

"Guys!" they whirled around at Coulson's call, only to see him get buried by sand.

"Phil!" Jemma cried at the same time as Fitz yelled, "No!"

Electro would have to wait, Sandman just took the place at the top of Fitz's priority list. Or maybe…

"Jemma, I have an idea. Go get Coulson out of there, and stay back."

She shook her head, "Leo, if you think I'm just going to leave you-"

"Jemma."

She stopped and glared back at him. After a brief staring contest, she sighed, "Fine."

Leo moved to stand from his crouching position, but Simmons grabbed his arm. He turned to her and locked eyes once again.

"Be safe. Don't do anything stupid."

There might not be a choice.

"I promise. Now go."

With that, she went to get Phil, while Fitz did something stupid.

"Hey, Electro! Over here!"

The villain looked over at Fitz while he still had Daredevil in his hands, slumped over from being electrocuted too many times. Awesome, now he had the guy's attention.

"Um, d-do you need a break? Because… because y-you look a little  _maxed_  out right now!"

Electro made a disgusted face and dropped Daredevil in a heavy heap. "Do you think that's funny? Because I fight  _Spiderman._  As in, the non-stop wannabe comedian. And you think I haven't heard  _maxed out_?"

"Umm…" Fitz was at a loss. Honestly, he didn't really plan past the first joke he could come up with.

"Are you for real right now?" Electro held his gaze for a moment more… then shook his head and turned away, as if Fitz wasn't even worth his time.

"Hey!" Fitz yelled desperately. He couldn't lose his attention now. "Uh, where did you get the outfit, a Teenage Mutant Ninja Turtle comic?"

Fitz was a genius. Among the top of his field and somewhat a legend at SHIELD academy, he was considered by many to be next-level intelligence… but he was absolutely  _horrid_  at roasting people.

"Excuse me?" Electro asked, actually looking offended, now.

"O-or maybe you made it yourself. It sure looks like it!"

"What's  _that_  supposed to mean?"

Fitz had no idea. "I think you  _know_  what I mean! Um, speaking of mean, how's your cat been?"

Electro looked confused, but there were small sparks shooting from him as he asked, "Seriously, I don't get any of this."

"I guess you'd have to be smart to get it." Fitz shrugged shakily. Oh! That one actually made sense!

Electro was actually starting to look mad, now. "Shut up!"

"How about you make me?"

Max growled, his teeth flashing with angry sparks. "I think I will!"

His raised his arms and with a cry of outrage, he threw enough electricity to give Thor's hammer a run for its money. Fitz hit the ground and covered his head with his arms. His eyes were squeezed shut, but he could still see the after-image of lightning burned into his corneas, and feel the hairs on the back of his neck stand on end. Most of all, he heard the animalistic screams coming from behind him, as Sandman took the full impact of Electro's anger.

Then it was quiet. Fitz blinked a few times as his eyes adjusted to the new darkness, but he soon saw what he had done.

Electro had fallen to his knees, all of his energy spent. Daredevil got shakily to his feet, and was just delivering the final blow to the back of Electro's head, knocking him out cold.

Fitz turned around and was pleased to see his plan had worked. There was Sandman, turned completely to glass. Within a few days he would recover from it, but for now, he was stuck in his final position; a half-human half-wave, just feet from crashing into Coulson and Simmons, who were backed against a wall.

Fitz sighed in relief. That had been close... And he  _really_  needed to work on his taunting.

* * *

After the battle of Manhattan, Clint would have never imagined he would be getting over freaking  _mind control_  this easily. Then again, maybe some things were just too important to be tainted by bad experiences.

Like finally getting to feel Otto Octavius's bones crack as Clint's knuckles split. He had no weapon, but this was better. An arrow through the heart would do the job. A beating by a pissed off Black Widow, Captain America, and Hawkeye was far more gratifying

At first, Ock had put up a good fight. Those arms of his were serious defense, and none of the people fighting him had their weapons. Still, they had one thing Ock didn't…

It wasn't long before he was taking every hit, on the wrong side of a losing battle.

They were all fighting with a ferocity that they didn't usually show. Clint had the privilege of seeing Natasha at her best, and at her kindest. He had seen the way her eyes would light up even as her face stayed mutual, as she curled closer into his side after one of her good days. That light was gone now, replaced by the same cold, blank anger that the world knew her for.

As for Steve, he was a force of nature. He held nothing back, even as they broke down Otto's defenses and the man fell to his knees. Cap never relented, not even for a second. While Natasha was ice, Steve, in that moment, could only be fire.

In comparison, Clint wasn't much of a 'super' hero. He was just a man.

_Peter laughed, "Are you scared of spiders, Tony?"_

Dodge the metal arm.

_Peter laid down Clint and turned to the head doctor. "Take care of him, okay?"_

A punch landed on Otto's ribs. Nothing cracked, though.

_"Dude, you can't sneak up on me. You should know that." Peter crossed his arms, which might have looked cooler with him standing on the wall, but he wouldn't bet on it._

His legs were swept from beneath him by a flailing tentacle.

_"What do you say, Clint, can I come down?" Peter grinned down at the archer, who grumbled something and walked away to get a plate. "Cool." He dropped to the floor and joined the others at the table, as though sticking to the ceiling and getting chased by an angry superhero was totally normal._

Clint sprung to his feet.

_Peter smiled excitedly, "So you went to an actual spy school? That sounds awesome!"_

He lunged for that bastard-

_Peter squeezed his eyes shut,"He wouldn't stop. I- I tried so hard to get him to stop, but he wouldn't. And, and he just… sometimes he laughed."_

And Clint wrapped his hands around his sweaty neck.

Clint was the immature one, the one who cracked jokes and pulled pranks and played Mario Kart until he beat every level. He was, in short, the one that had to try to keep the mood light. But here? Now? Now he had the sick bastard that had hurt  _Peter_ ; the one the kid still thought he could hear sometimes, or screamed about when he woke up in a cold sweat. The reason Peter curled up in as tight of a ball as he could when he slept, because sleeping spread out made him  _remember_.

Clint had him now. And just like he had done to Peter, Clint wouldn't stop. Maybe, if he could still find it in him, he would even  _laugh_. After all, Clint was no hero. He was just a man.

* * *

It was over. Tony could see that, Peter could see that, everyone could see it. Everyone, that is, but Norman Osborn.

"Stop this Peter!" the man snarled after a particularly strong hit from the teen, "You're better than this!"

"Oh, shut up, you crackpot!" Tony… was doing his best. He didn't have the suit, so he was pretty much a civilian at this point. Still, that wouldn't keep him from helping Peter in any way he could. In this case, that way just happened to be kicking Osborn in his crooked nose.

"You know." Peter panted, dodging Osborn's retaliation punch, "I would love to listen to you, but you  _did_  kinda try to kill me and stuff, sooo- ack!"

Where was the guy  _getting_  all of these bombs?! He tossed another at Peter while the kid was talking. It was all Tony could do to take cover before the impact sent both of them flying.

"Oh, right." Osborn said casually, flashing them a smile, "My apologies, I went a little  _crazy_  there, didn't I?"

"Crazy? Yeah, I think that describes you pretty well, Osborn." Tony nodded, then moved out of the way of Peter, who swung in from above to kick Norman in the face.

Norman was still going strong, though. Apparently, whatever that stuff that had cured everyone did, it didn't cure Osborn. Of course, he had been affected differently in the first place, so who knew how to cure him at this point? Either way, he still had the heightened speed and strength and psychopathy.

And bombs. And knives. He pulled out a handful of the latter and threw them to Peter and Tony. Tony hit the ground as Peter, realizing that Stark  _didn't_  have heightened senses, pushed him out of the way.

In a flash, Osborn was on them again, and this time, he had the upper hand. His eyes were cold, and his mouth was twisted into an indifferent smile as he wrapped his long, bony fingers around their necks and slammed them to the floor.

Peter was already worn out, and Tony didn't really have any way to stop Osborn, either. They both clawed uselessly at their attacker's hands as he leaned in close enough to hiss at them, "You see what happens when you side with Stark, boy? He's not like you, not like me. We could have been  _great_ , but now you're just a sad, pathetic little fre- UCK!"

One second, Tony was blacking out from lack of oxygen. The next, he was staring up at an angel, while drawing in deep, sweet breaths.

Pepper threw aside the wrench she had just hit Osborn over the head with and leaned down to inspect the two heroes. "Are you two okay?"

"Pepper!" Peter gasped, smiling like a drunk, "That was awesome!"

Pepper grinned back at him, "Thanks, sweetie. Are you two okay?"

* * *

Osborn was face-down on the ground, groaning. Finally, it seemed it was all over. With Norman down for the count, Tony finally had a second to breathe and look around the room.

Daredevil was tying strips of white fabric around the arm of a vigilante he knew to be Wasp, while a young man and woman tore said strips from their lab coats (bandages, maybe?). Ant-man stood nearby, watching them work.

Meanwhile, an Asian woman, a brunette girl, and a tall, dark-haired man were rounding up the fallen foes. Vulture already had his arms tied behind him and around a support column, and Rhino seemed to be stuck in place in that crazy suit of his. Sandman was in no better shape, apparently turned to glass, somehow. Electro was out cold on the floor, and Clint was poking at an unconscious Doc Ock with his foot. Wait no... Yeah, he was definitely kicking him. Nat just stood back and watched him.

Then there was Steve, who seemed to be deep in conversation with a middle-aged man in a rumpled suit…

Tony realized who he was just as Phil Coulson turned and caught his eye. Tony made a noise that can only be described as, "!?"

Phil's face dropped, "Stark, I can explain-"

Tony was so shocked, he didn't even notice the way his jaw went slack, or the fact that he didn't even hear what Phil said next. To be fair, the spy didn't manage to say much before he was cut off with a *TWACK!* as Pepper stormed over to him and smacked him across the face.

"Okay." Phil rubbed his jaw and straightened up, "I probably deserve-"

*TWACK!*

"And that-"

"What the Hell, Phil!?" Pepper seethed, making the man shrink away from her fury, "You're supposed to be  _dead_. There was a  _funeral_."

"I understand you're upset, but I swear, I can explain." Phil said in a rush with his hands in the air, as though that would fend off against Pepper's anger. Yeah, good luck with all that.

She jabbed a finger to his chest, "Oh, you  _will._  As soon as this mess gets cleaned up, you're telling us everything."

Phil nodded quickly. Pepper stormed off and kicked Norman on her way. And that was the end of it.

* * *

Peter had no idea what all  _that_  was about, but he had a feeling that he would find out soon; with or without enhanced hearing.

But for the time being, it all seemed to be okay. They won. The bad guys were all taken down, and everybody was okay. Everything looked all wrapped up in a neat little bow, and had this been a regular crime scene, Peter would have even left one of his 'Friendly Neighborhood' notes.

Within the hour, SHIELD was cleaning the place up, and hauling the villains away. Peter wasn't sure if they had a way to contain the more enhanced of the bunch, but he supposed that if anyone could, it was them.

Tony came up behind him and clapped a weary hand on his shoulder. "You did good, kiddo. You know that, right?"

"Honestly?" Peter sighed, "I'm still a little confused as to what actually  _happened_  here."

Tony nodded, "Same. But I know that none of these people" he gestured to the various agents and vigilantes scattered around the room, "-would be here if not for you. So I'll say it once more and only once more. You did good."

Peter gave him a smile that he had a feeling fell a little flat, "Thanks, Tony. But you know, none of this would have even happened if not for me."

The genius rolled his eyes, "Peter, I swear, you have that biggest guilt complex on the  _planet_. How could any of this possibly be your fault?"

Peter shook his head and pulled away, "Osborn was doing all of this- kidnapping you guys, doing all of that creepy stuff- to get to me. Because of Spiderman." He didn't finish that thought with what he was really thinking. ' _You got hurt because you got close to me, just like everybody else. This is my fault because I knew that would happen._ "

And he let them get close anyway.

"You do realize we're  _all_  superheroes, right? This could have happened to any of us." Tony put his hand on Peter's shoulders again and made him face him, "In fact, I think you should just get used to this right now, because this is the life you've gotten yourself into. You're always getting into danger, I'm always getting into danger, and, Hell, if you piss off Pepper, she might  _be_  the danger. So don't feel like it's your fault, okay?"

Peter must have still looked unsure, because Tony went on, "Besides, all families have their quirks, right? You should be grateful, at least we have  _cool_  quirks, and not something lame, like taxidermy or re-enacting or something."

That got a weak chuckle from Peter, which Tony would consider a win for now. Unfortunately, their tender moment was interrupted as an eerie, manic voice spoke up from behind them, "You still haven't won, you know."

They both turned to find Norman Osborn was speaking to them as he was hauled away. "I'm surprised at you, Peter, that you would think this was all I had planned. After all, you were there the  _first_  time. Or should I say here?"

"What are you talking about?" Tony asked slowly, looking between Peter and Osborn.

Norman simply smiled and let himself be led away, but he had said enough. Enough to let the cold dread Peter knew too well settle on the bottom of his gut.

"Peter, what was he talking about, 'the first time'?"

"We need to get to the roof." Peter faced Tony again, panic in his eyes, " _Now_."

* * *

In the elevator, Peter kept jamming the 'Up' button, as though that might make the thing go faster.

"Peter, we're going as fast as possible, okay? Why don't you tell me what's going on?" Tony suggested, clearly stressed out by Peter's behavior.

"Remember the whole lizard thing?  _That's_  what happened the last time I fought someone here. I think he's rigged the Ganali Device to shoot that goblin serum into the atmosphere!" Peter said in a frenzy, still jamming the button.

"That would make it to where-" Tony didn't finish, and he didn't need to.

All of New York would be under Osborn's control.

And the elevator mu _st be the slowest one in existence, holy-_

*Ding!*

Peter and Tony rushed out as the doors were still opening. Before them stood the Ganali Device in all of its glory, gleaming in the afternoon sun. It had a screen on the front, set for three minutes and fourty-seven seconds, but not counting down. Inside, a canister of green liquid was set sinisterly, just waiting for the countdown to set it free.

But that wasn't the part that gave Peter pause. No, that would be Harry, standing between the two heroes and the machine.

The teen turned to face them with a blank expression.

"Harry?" Peter asked in a small voice, "W-what are you doing up here?"

"You know, I could ask you the same thing, Peter." Harry shook his head bitterly, "Or should I say Spiderman?"

* * *

This wasn't happening.

But it was.

"You know, I feel so stupid right now?" Harry went on, his voice shaking with emotion, "All this time, I was too  _stupid_  to see it. The way you just  _suddenly_  stopped needing glasses, the muscles that popped up overnight. You even live with the freaking  _Avengers_. How did I miss it?!"

"Harry, c'mon-"

"No!" Harry stumbled forward, making Peter shrink back, "Don't  _c'mon Harry_  me! I don't want to hear your excuses or any of that shit. I just thought that as my  _best friend_  you'd bother to tell me that you're a fucking superhero! Or that my dad is a  _supervillain!_ "

"Harry please." Peter's voice shook as well, along with the rest of his body, "I know you're mad, but please, you're not stupid, this is all my fault-"

"Oh, aren't I? Look at the little genius, Peter Parker, with all of the superpowers and the brains and the big, happy Avenger family. Look at puny Peter Parker, who already  _has_  people who care about him! Look at you!"

"Har-"

" _Everybody loves you!_ " Harry cried, tears shining in his eyes, glinting with his anger. "Even my own dad! You know, the one that looks at you like you're the SUN, and tells me I should be more like  _you?!_ "

Peter didn't know what to say. What do you even say to that?

So instead of talking, Peter stepped forward. To his surprise, Harry didn't tell him to back off, so he went another step. His friend was all out of words, and was now just silently watching Peter come closer through the tears streaking down his cheeks.

"Harry… You're not stupid. And your dad is sick. He doesn't care about me any more than he does about you, Har. He's just… he doesn't know as much as he thinks he does. And if he really doesn't… doesn't love you? Then he's the stupid one."

Peter was in reach of his friend, now, but wasn't sure what to do now that he was there…

Harry sucked in a breath and whispered, his eyes squeezed shut, "I have nobody else, Pete."

With that, Peter closed the gap between them and pulled Harry into a tight embrace. He let himself be pulled in, and, to Peter's relief, wrapped his arms around him, too. He heard a sob in his ear and squeezed tighter.

"You  _always_  have somebody, Har. I promise."

"Y-you don't know that. You can't promise, that, Peter."

_Don't make promises you can't keep._

"For you? Yes I can."

They stayed like that for a long time, with Harry leaning down to sob into Peter's shoulder, and Peter holding on like Harry would disappear if he let go. Neither cared about the passing time, or the chill wind that whipped around them. It was just Peter and Harry, alone at the top of the world.

Finally, after what may have been an eternity, Harry spoke up again.

"Pete?" Harry's voice was tight, but Peter understood.

"Yeah?"

"I get that you have s-super strength, or whatever, but… can you not crush my ribs?"

"Oh! Right, sorry, sorry…"


	34. Above All else

All in all, things went back to normal surprisingly quickly. Well, as normal as things get in their crazy lives.

Peter would go back to school the next day, seeing as he had already accumulated a mountain of homework over the past two days he had missed. Harry wouldn't return for another week, after most of the situation with Oscorp settled.

Coulson was a whole different situation. Was Tony glad he was alive? Incredibly happy. He was also pissed as all Hell. After a few lengthy conversations and a few more slaps to the face, Phil was forgiven, more or less. Still, he and his team went on their way as soon as the mess was cleaned up. Apparently, they had to look into something about magic people eating rocks. Good for them.

Daredevil disappeared when nobody was looking. Tony wasn't exactly heartbroken, considering the guy was creepy as all get out. That left Wasp and Ant-Man to settle with and  _holy shit_.

" _You're_  Ant-Man? Seriously?!" Clint exclaimed.

"Uh, yep." Scott nodded, still in his suit sans helmet. "Cool, huh?"

"What are the fucking odds?" Tony sighed, 100% done with this shit.

"I know, right?" Scott shook his head, " _I_ can't even believe it, but here I am, a real life superhero!"

"No, not that." Tony said impatiently. "I mean, good for you and all that, but seriously? How many people do I know that  _aren't_ some kind of super-human? If anyone was supposed to be normal, it was you! … No offense or anything."

"Oh, none taken, I totally agree." Scott said kindly.

"Well, as… nice as this has been, we should probably be getting back. Hank needs to see the suits, and  _somebody_  needs to re-do the dishes." Wasp stated with a pointed glare at Scott.

He crossed his arms indignantly, "No, I don't."

"Scott, we've talked about this-"

"If you're so worried about it,  _you_ can do them."

"It's not my week! If it were, they would actually be  _clean_."

"They are-"

"They  _are not_."

Scott turned to Clint, who had been looking on in confusion. "Hey, Hawkeye, quick question. Would you say a plate is clean if it has no stuff on it, no matter who cleaned it?"

"Follow up question." Wasp added before Clint could reply, "Would you eat off of a plate that was cleaned off by a swarm of ants?"

"A- a what?" Clint asked slowly.

"A literal swarm of ants." Wasp said at the same time Scott was saying, "A very small team of dishwashers."

Then, Clint couldn't answer. Because he was laughing, along with Tony.

"Well, would you?"

"Ah, well." Clint sighed as the last of his chuckles died out, "I don't know. I guess that's more of a personal preference, dude."

"So you can actually control ants?" Tony asked.

"Oh, yeah! They're so cool!" Scott gushed. "And they can do, like, anything. Like the dishes."

"Dude." Tony turned to Clint, horror displayed on his face, "What if Peter could control spiders?"

The archer's face dropped as he considered it. "That would be absolutely terrifying. Seriously, that kid would be untouchable with that kind of power. I'd never be able to sleep again."

Pepper chose that moment to join the conversation, "Who's to say he can't, and he just never told anyone because it's weird?"

Tony crossed his arms and raised a brow at his wife. "That's ridiculous."

"Is it?"

...

"That's it." Clint threw his arms in the air and stomped off, "I'm moving."

* * *

Peter couldn't sleep that night. Not because he wasn't tired, because man he was tired. He was so tired he wasn't even sure if he was alive, anymore.

But no matter how much he tossed and turned and counted sheep, Peter was wide awake.

There was just too much to think about. After the self-dubbed 'Sinister Six' were hauled away, there was still a whole bunch of stuff to be cleared up. Peter and the rest of the people involved in the day's events had stayed for hours, giving statements, getting medical attention, and starting on the pile of paperwork.

Peter had been dead on his feet for most of that. Tony could probably tell, because before too long, he was taking him back home to the tower to 'get some rest'.

And he was trying to. He really was. But his stupid brain wouldn't stay quiet.

Was Tony over the whole 'don't come home' thing? He did bring Peter to the tower, so he probably was. Could he have forgotten about their argument in the first place? What about Harry? He was responsible for Oscorp, now. And Daredevil had vanished before anyone could check him for injuries. Peter hoped the vigilante was okay. The pizza man was Ant-man. Skye broke her ankle, but somehow the serum fixed it. Did that make it somehow less evil? Can a chemical be evil? Why didn't Peter end up mind-controlled? Did he overpower it with mental strength, or was it like Osborn said, and he was just immune in the first place?

Why couldn't he stop thinking?

With either a sigh or a groan, Peter rolled out of bed, and snatched his school bag on his way to the window. There, he pressed his fingertips to the cold glass. The chill of it sent a shiver down the teen's spine. He couldn't decide if he liked it or hated it.

Peter scaled the window and squished himself into the corner where the glass met the ceiling and wall. Peter knew he was freaking weird for it, but he liked corners, okay? It may have been the spider DNA. It was probably the spider DNA.

He was pretty well-practiced at this point, so it was quick work to secure a few text books and his other school supplies to the ceiling with webs. Harry, understandably, wasn't thinking too straight with everything that had happened. Still, as Peter had been leaving, Harry handed him the work he had missed the day before, saying, "You're not getting out of school work that easily, Parker."

Peter seriously didn't deserve to have such great people in his life.

No really. He didn't. Somehow, Peter ended up being surrounded on all sides by the best people. Why? Why did any of them even put up with him?

_Everybody loves you!_

Why? Peter was constantly making trouble for them. He worried them, stayed out too late, ate food that somebody else paid for, wore clothes that somebody else bought. He broke stuff all of the time, when he forgot how strong he was. He was the reason villains kept attacking them. For Harry, he was the reason his whole life was falling apart.

Honestly, though, nobody he knew started out knowing him for… whatever the heck kind of mutant he had become. They all started out knowing only what Peter let them see. They saw the normal, nerdy, kinda awkward kid that he pretended was real. That used to be real. They saw what they could have had, before he was put on the menu by some spider and turned into a circus freak.

_Freak of nature._

Sure, he was more open now, but he still tried to tone it down whenever he could, not going full on spider all of the time. Peter still felt really bad when he recalled that one time he had walked into the kitchen on the ceiling, because he was too sleepy to notice he wasn't on the floor. One dropped coffee mug later, Peter was setting a new protocol with JARVIS to say something if he was doing something like that before anybody saw.

Harry had known a nerd that was more concerned with his next English exam than the bullies that dogged him.

May and Ben died never knowing that their nephew could lift SUV's.

Tony and Pepper had asked to adopt that old Peter Parker. Only Peter Parker.

Peter realized with a start.

They had wanted him before they had found out that he wasn't only Peter Parker. Before he got them hurt. Before he started using his powers in plain sight. A cold feeling of anxiety settled in the pit of his stomach... And after they found out, he overheard a conversation between the two, all about how he wasn't even human.

All of a sudden, his homework seemed a lot less important.

* * *

You'd think that, after everything, the universe would cut them some slack. But no. After two days of life being an actual hailstorm of owl shit, there was one last hurdle to jump.

Paperwork.

Man, did Tony hate paperwork. Maybe if he drew dogs with ties on the SHIELD documents, they wouldn't ask him to do this next time. Now, if only he could draw…

Tony glanced up at the clock on the far wall of his office, surprised to see that it was already past midnight. Had he been working long enough? Surely he could take a break, or even leave the rest of the vile documents for the next day. Or, rather, later today. Yeah, that sounded like a plan.

He rose from his seat and raised his arms above his head, feeling his spine pop as he leaned into the stretch. God, he was getting old. When did that happen?

Tony yawned and began padding down the hall to the elevators. The whole floor was eerily silent in the late hour, which was, of course, just how Tony liked it. The late night hours were when he really came alive, with a million ideas and enough coffee to wake up New York. State.

Tonight, however, he was far from alive. He felt like he could sleep for seventy years. In an ice cube. At Steve Rogers.

Before he could go to bed, Tony would make a quick stop to check in with his kid. After a few hours with his best friend, Harry was dragged away to begin dealing with the fallout of the night's events. After all, with his father gone, the young Osborn was left with a company to run. Peter promised to check in with Harry at least every day until everything got more settled, then bid his friend farewell and came with Tony back to the tower.

He hadn't really spoken since.

As soon as they got back, he went to his room, and Tony went to his office. Pepper was busy rescheduling everything they had missed while being held in Oscorp's dingy basement, so she was probably going to take a while to get to bed, if she slept at all. As much as she berated Tony for pulling all nighters, she really wasn't much better. Not that he would tell her that, of course.

It was just a short trek to Peter's room, which had been relocated to Tony and Pepper's floor after everything with Octavius. It was better for all of them to have him closer after that particular incident.

Tony went to knock, but his hand paused in front of the red and blue door. What if the kid was already asleep? He didn't want to wake him if that was the case. Then again, he kind of doubted the kid would sleep too easily tonight of all nights.

He sighed and let his forehead rest against the door as he whispered, "Peter? You awake?"

For a moment there was no answer, and Tony was ready to walk away to try again in the morning when he heard a soft thump and a faint, almost nonexistent, "Yeah." come from the other side of the door.

That was all Tony needed to hear before he was walking in.

Peter was very much not asleep. He had showered, and changed into pajamas, but there were various papers scattered across his bed, and a few textbooks. His laptop was balanced precariously on the edge of his bed, the keyboard half-obscured by a notebook that was open face-down. It was all so random that if Tony didn't know any better, he'd say it looked like all of this stuff had just fallen from the sky.

"Peter." Tony sighed, "Were you doing your homework on the ceiling again?"

"Um, well," Peter balled his fists in the sleeves of his hoodie nervously, avoiding Tony's gaze. "Maybe a little."

Tony sighed once more and moved over to Peter's bed, sitting on the edge casually. Peter pulled his knees up to his chest to make room, though there was plenty. Usually, here Tony would tease Peter a little bit for his weird habits, and maybe work in a joke about how close he was to being as creepy as spiders when he does stuff like that. But the words never leave the billionaire's mouth. Not when he can still hear the word  _freak_  echoing around in his head.

"Well, there was no need to stop on my account, kid." Tony smiled at Peter, who only gaped back blankly, "If you really prefer the ceiling, I guess that's what you gotta do."

Peter nodded, biting the inside of his cheek..

This wasn't easy.

Truth be told, Tony knew he needed to clear the air. Peter had obviously been holding this back for weeks, not even knowing what Tony really meant. God, how had this changed him since that day? How many times had he fallen off of the ceiling to avoid being weird in front of him? Worst of all, why had Tony never noticed?

He ran a hand through his hair and took a deep breath. Might as well get on with it, then.

"Hey, Peter." Tony started, "Um, you know how I- er, well… Actually, can you tell me… no, that's not right either. Um… you know… you know there's nothing wrong with... being different? Like, Clint likes to sit on top of the fridge and crawl in the air ducts, and Steve talks like my gran used to, and Bruce is actually a giant raging green monster. And, um, there's nothing wrong with that, it's just part of who they are. Do you get what I'm saying, here?"

Tony stopped his word vomit to look at Peter, who had somehow managed to shrink further into himself. "No offense but… no, not really."

Ugh. "Look, I'm just… I owe you an explanation, Peter. Like, I know you overheard one of my conversations with Pepper, and I know what you heard, and you think I think you're some kind of weirdo, or whatever, right?"

Peter had visibly paled as Tony said that, and his eyes were blown wide. Tony didn't know whether he wanted to hug the kid or punch him in the arm. Just anything to get rid of that deer-in-headlights look.

"Tony, I-I'm so sorry, I didn't mean to, honest! I was just gonna ask you if I could go out, you know, as Spiderman, but you guys were talking, and I-I didn't  _try_  to hear what you were saying, I just can't  _not_  hear things that I can hear, and I left before I heard too much, and I'm  _really_  sorry-"

"Kid stop, you're gonna break some kind of world record talking that fast." Tony reached out and grabbed Peter's shoulders. Thankfully, the kid didn't try to stop him.

"Peter, all I'm saying is, you walked in at literally the  _worst_  moment. Seriously, I don't give a shit if you're normal, or part-spider, or some kind of alien. Hell, you could have eight eyes and four extra arms and I wouldn't want you around any less. I would make fun of you more, but that's besides the point."

Peter gave Tony a searching look, still not trying to escape the older man's grasp.

Then, "It's just that… you said… you said you and Pepper, you know, wanted to adopt me  _before_  you knew about all of the weird spider stuff. I just… I would understand it if you guys changed your minds, or something. I know I'm not really, um, what you were maybe looking for. Like, as far as kids go, I mean." Peter finished, and silence fell over them. The kid was avoiding Tony's eyes again.

"God, Pete." Tony rolled his eyes and shook his head. "Who the Hell did this?"

"Um, what?" Peter's brow furrowed in confusion.

"I mean, who ever told you you weren't good enough?" Tony crossed his arms and leveled the teen with a glare, "You seem to think that every time the wind changes direction we'll have had enough, and, what? Disown you? Kick you out?"

"I-it's not like that, Tony-"

"Yes it is! How many times do we have to tell you, there's nothing you can do that's bad enough to make us hate you, Peter!"

"How do you know?" Peter burst, anger so suddenly sweeping over his normally kind face that Tony leaned back. "What if I did something really, really bad? What if I became a supervillain or something, huh?"

"Peter." Tony deadpanned, "You don't have an evil bone in your body. How would  _you_  be a supervillain?"

"Spiders are, like, inherently evil, Tony." Peter said, ridiculously seriously.

"Okay, that's a fair point, but still, you're not supervillain material. And even if you were, it wouldn't change anything. I'm not saying I  _encourage_  that, but-"

"Why are you doing this?"

Tony stopped talking and stared at Peter. All traces of nerves and teenage awkwardness were gone, replaced by an expression that broke Tony's heart. And if anyone knew what that felt like, it was the man with the shrapnel in his chest.

"Doing what?"

"All of this! Letting me live here, helping me,  _adopting_  me. Why are you even doing all of that?  _Nobody_  just takes in some kid they don't even know, but they especially don't deal with that random kid after he- he lies to them and gets into trouble and gets them hurt! You- you didn't even know what I am when you first met me, so it's not even like you were helping me because of that, and there are  _thousands_  of homeless kids in New York! Why not them? Why- why would you do all of this for me?"

"Peter-"  
"And I'm not even a  _good_  kid! Literally, you bailed me out of  _jail_. I'm the reason the Tower got ruined, and you guys got… messed with by goblin, and I blow stuff up in the labs and I jump off of the roof all of the time, even though you tell me not to. I-I do a bunch of weird crap, a-and I don't even realize it, and I'm sorry, because I break so much stuff, and I cheat at Mario Kart, and- and, I wake you up with my s-stupid nightmares, and I'm all messed up, so literally  _any_  other kid would have been better, so  _why are you still dealing with me_?!"

Peter was a shaking, teary mess. An angry one, yeah, but a mess nonetheless. God, this kid was gonna kill Tony.

He was usually pretty crap with emotions. Tony's first instinct had evolved over the years to be 'throw money at it until it's better'. But this was Peter. Just… Peter. Maybe it was the fatherhood taking over, but his instincts were so different with Peter. That may be why Tony Stark pulled the boy into his embrace. Maybe it was because they had been here before, sitting on Peter's bed, while the kid fell apart and Tony was a piece of shit when it came to comforting him.

"Shh." Tony whispered as he rocked them gently and ran his hand through Peter's hair. He felt as the kid's breathing slowed to a more normal pace, and his tense muscles slowly relaxed a bit, until he was melting into Tony.

"You deserve it, Pete. You deserve for people to care about you, and to have a place to live, and be happy."

Peter only shook his head from where it was pressed against Tony's shoulder.

"And you're the  _best_ kid. Okay? You're the best of us all. And you're right, I could have helped literally anybody else that day. But I didn't. I met you, and I'm  _so_  glad I did, Pete. So stop this. Stop stressing out about doing everything right, and being perfect all of the time. Because you're already the most perfect kid in the world. You're a fucking freak of nature, and I love you for it, kid. Because you're perfect no matter what. And you know I wouldn't lie to you about this shit, I'm brutally honest with criticism. So when I say you're perfect, you know it has to be true."

"Your logic makes, like, no sense." Peter sniffed.

"Yeah, and neither does sticking to walls or flying nukes into wormholes, but here we are, huh?" Tony pulled away to study Peter. His eyes were red rimmed, and there were tear-tracks running down his face, but he wasn't actively falling to pieces, so Tony counted it a win for now.

Peter scrunched his nose in indignation, "Why does your example get to be so much cooler than mine?"

"Because I'm just cooler than you, Peter." Tony grinned, "Maybe one day you'll learn to chill out, but until then, you're just gonna have to deal with me being the coolest. "

"Dude." Peter rolled his eyes at Tony's admittedly cheesy statement. "Does that count as a dad joke? Because I'm pretty sure you have to wait until the paperwork goes through to do that."

"Hey, I need to get a head start! Besides I have fifteen years to catch up on."

"Well, you know what?"

"What?"

Peter smiled wickedly, "If you're cooler than me, that makes me hotter than you. By default."

That caught Tony so completely off guard, he didn't even know how to respond. He spluttered incoherently for a moment, somewhere between a laugh and a cough, before finally saying, "JARVIS, Taylor Swift". Peter, who had been giggling at Tony's reaction thus far, completely fell to pieces as  _You Belong With Me_  blared over the speakers in the ceiling.

"JARVIS you shit!" Tony groaned, "You know I meant the betrayal soundtrack!"

"My apologies sir." JARVIS said, before switching the music to  _We Are Never Getting Back Together_.

Tony huffed at the ceiling as his eyes fell on Peter, who was clutching his stomach due to laughing so hard. Tears, happy ones this time, rolled down his red face.

Tony flopped backwards onto the bed with a dramatic sigh. "That's better."

* * *

Only a few minutes passed before Tony rolled onto his stomach and glared up at the teen.

"What?" Peter questioned, the last of his giggles still ringing in the air.

"You know how I was telling you you don't have to downplay your… abilities around us?"

"Um, I  _think_  that's what you were saying…"

"Look, we already know you're weird, so feel free to just do whatever feels best, alright?"

"Oh- uh, okay-"

"That being said- and keep in mind, we accept you no matter what- can you… control spiders?" Tony finished with an expectant look at Peter, who cocked his head in confusion.

"Wha- why would you ask that?"

"Well, Ant-Man can control ants, and you have a bit of a history of hiding super-powers soooo…"

Peter seemed to consider his answer for a moment before sighing heavily. "Well, I guess there's no point in keeping it from you any longer."

Tony's eyes blew wide, "No."

"Yep." Peter nodded somberly, "And it's not just controlling them. I can  _hear_  them. I went to squish one, not long after I was bitten, and it just… it begged me not to, Tony. So, like, don't freak out or anything, but I… have a few that I talk to kinda regularly."

Tony was in fact freaking out. "You have got to be fucking kidding me, Parker. Are you- are you for real?"

"I-I thought you said-" Peter mumbled, once again averting his eyes and curling into himself. Oh, nice one, Tony.

The man took a deep, grounding breath. "No, I did, and I meant it, this is fine. I mean, I can't believe you never said anything, but.. Well, this, um, this doesn't necessarily change anything."

Peter perked up at that, "Really? You aren't, like, weirded out or anything?"

Of course he was freaked out. "No, of course not. This is just… another part of who you are, I guess."

Peter positively beamed at that. "That's- You're the best, Tony!"

Tony ruffled his hair affectionately, "No problem, kiddo. You never have to hide this stuff, okay?"

"Yeah, I know.. Hey, I just had an idea. You wanna meet some of them?" Peter asked, barely containing his excitement. Meanwhile, Tony's stomach curled with dread.

"Wh-what?"

"I mean, they're actually really good friends of mine, if you can look past the whole 'being as spider' thing."

This whole thing had gotten way out of hand. Tony wished he had never asked. He would never be able to kill a spider again. Oh, God, this kid was too much.

"Uh, well… sure, Pete. I'll meet your… friends."

"Awesome! Come on!" Peter grabbed Tony's hand and jumped up from his bed, leading the billionaire playboy to his dresser.

"All right, look in the bottom drawer."

Tony was  _so_  ready to turn tail and forget this shit. Where does being a supportive father-figure end and being a logical human being begin? But Peter had one hell of a puppy-face…

Against all reason, Tony stooped down and slowly opened the drawer… Then let out the highest pitched scream to ever be uttered when he found that it was filled. With hundreds. Of spiders.

He tumbled backwards so fast that he fell on his ass, then he scrambled back on the floor, trying in desperation to get away from the horrors in Peter's drawer. Peter, meanwhile, was doubled over in crazed fits of laughter.

"Oh, you think this is funny!?" Tony said angrily, his voice an octave higher than it should be. "You said a few, Peter, that is  _not_  a few!"

Peter only laughed harder.

"What, you think it's funny to give an old man a heart attack!?"

"Oh, come on." the teen giggled, "They aren't so bad. In fact… Hey, guys, why don't you give Tony a hug-"

Tony was off of the floor and at the door in an instant. "PETER! I SWEAR TO GOD!"

Now it was Peter on the floor, his hysterics renewed and… no spiders. In fact, none of them had moved from the drawer at all since it had been opened.

"Peter-"

"Okay, okay." Peter wheezed. "Don't- don't get mad, Tony, but- y-you just- I  _had_  to!"

"What-"

"They're not real, Tony." Peter grinned, dipping his hand into his drawer and coming up with a handful of completely immobile spiders.

"What?"

"Yeah, I, uh, I got them for a prank on Clint, actually, and… well, I haven't gotten chance to use them yet-"  
"Peter?"

"Yeah?"

"I think I might kill you." Tony said, completely blank faced.

"Really?" Peter chuckled.

"Yep. You and every other spider I find in this Tower, so help me to- ...hold on."

"What?"

"Was all of that stuff about talking to spiders to mess with me too?"

Peter grinned even wider, if that was even possible. "Tony, you know I hate spiders."

A year ago, if you had told Tony he would cuss out a child in the future… he probably would have believed you to be honest. Still, the cascade of curses that came next would make Steve's 'Boy Scout Senses' tingle for a week.

Because Peter was, above all else, a little shit.


	35. Healing

"Pete, think fast!" Clint called as he threw a can of Sprite at the teen.

Peter's hand was up in the blink of an eye, and he caught the drink without even looking up from his textbook. "Thanks, Clint." He smiled and set it down, waiting for it to be safe to open without it fizzing over.

"Welp, that settles it." Clint turned to Tony, who had been sitting at the counter next to Peter, watching the exchange, "I hate to be the one to tell you, but your kid is a nerd."

"Oh, no." Tony said in mock shock, placing a hand over his chest, "Say it isn't so! Can it be fixed?"

"I'm afraid not. He's already too far gone."

"Well, is there anything we can do for him, doc? Anything at all to ease his suffering?"

"If we had caught it sooner, we may have been able to take steps to lessen his condition, though he would have never been totally normal once infection set in." Clint explained somberly, "At this point, the only option left is euthanization. It's just more humane that way."

"You guys are hilarious." Peter sighed, finally tearing his gaze from his book.

"Oh, I know." Clint grinned, "But seriously, kid, will you stop making love to your books for a minute. You haven't looked up in days."

"I can't, Clint." Peter groaned, "I missed two tests during that whole crisis with Oscorp, and I still haven't made up all of my homework, and spring break is next week, so if I don't get my grades up by then my GPA is gonna drop-"

"Oh, calm down, it's not a big deal."

"Yes it is, Clint!" Peter said seriously, waving his hand for emphasis.

"Dude, you're a literal superhero. I don't think you need to worry about your GPA so much." the archer said, rolling his eyes, "Besides, half of the Avengers don't even  _have_  high school degrees."

"Hey, don't taint my kid." Tony protested, "I think it's great he's so… dedicated. You're just jealous you didn't finish high school."

"I didn't need to." Clint shrugged.

"Yeah, well, just because  _you_  went and joined the circus doesn't mean-"

"Oh, he know's I'm just kidding, don't ya, Pete?" Clint nudged Peter, who couldn't help but give a small smile in return. "Stay in school and all that jazz. That being said, I still think you need a break."

"That sounds nice and all but-"

"YOINK!"

While Peter was distracted, Clint reached over and snatched his textbook, then made a break for it.

"Hey, wait!"

"Come and get it, arachnerd!"

"Oh, shit." Tony murmured as Peter chased Clint around the room. "That was a  _good_  one!"

"No it wasn't! Come on, Clint!" Peter pleaded, jumping over a couch and banking around a coffee table, "I didn't even save my place!"

Tony glanced down as an alert flashed across the screen of his watch. "Hey, guys, cut it out."

Ignoring him, Clint pulled the book out of Peter's reach just as he lunged for it.

"Clint, Peter, really, calm down-"

"Agh!" Clint cried as Peter webbed him in the face. "Not cool, dude!"

"Stop moving around so much, I was aiming for my book!"

"Don't lie, that was on purpose!" Clint, from what he could see through the fibres of the web, was still managing to keep Peter from his homework.

"No, but this is!" Peter raised his arms and with expert accuracy, stuck Clint's feet to the floor. The man lost his balance and fell to the floor, where Peter secured his arms.

"Agh!" Clint struggled fruitlessly as Peter advanced on him, "Peter, I'm not a fly! Dude, this is creepy as hell, I feel like you're gonna eat me-"

"Like I would eat  _you_." Peter scoffed, leaning over Clint. "I have standards."

"There's no need to be hurtful." Clint scoffed. "I was just helping, anyway."

"Yeah, well, I'll be taking that-"

Just as Peter was reaching over Clint to retrieve his book, the elevator doors opened with a *ding*. Everyone froze where they were, including the occupants of the elevator, Bruce, Pepper, and Scott Lang.

...

Tony cleared his throat, "Uh, welcome to the tower, Scott."

Scott, to everyone's immense relief, didn't turn around and leave right then and there. Instead, his face broke out in a huge grin, like he was trying not to laugh. "This is so cool!" he chuckled in disbelief.

"I swear, this doesn't usually happen." Clint said, still webbed to the floor.

"Peter, really sweetie?" Pepper sighed, raising a brow, "You're usually the well-behaved one. Has Tony been a bad influence on you?"

"Hey!"

"Sorry, Pepper, but Clint stole my book!" Peter explained, snatching the book from the archer's hand.

"Okay, we need house rules or something. I vote that 'No using web-shooters on other people' goes on the list first." Clint suggested.

" _Are_  there rules?" Scott asked, setting down a duffel bag he had brought with him, "Because, like, I wouldn't complain or anything, but I don't wanna do anything I'm not supposed to."

"Don't worry about it, just don't be a jerk and I think you'll be fine." Bruce explained.

"Um, actually," Clint interjected, "Since you're  _Ant_ -man, I think it should be made clear that ants aren't allowed in here."

"Oh." Scott said, a little disappointed, "Yeah, of course! No problem."

"Peter." Tony called.

"Yeah?"

"Can you let Clint off of the floor now?"

"Oh! Right, yeah, I'll just… get some stuff." With that he ran out of the room, presumably to get something to dissolve the webs.

Pepper shook her head, "Kids… anyway, do you have any other questions, Scott?"

"Oh, no- well, not really… except, um how do you guys feel about... cats?" he asked nervously.

Tony raised a brow in curiosity, "Cats?"

"Yeah! You remember last week when we kicked butt at Oscorp? Well, they were doing all of this animal testing, and there was this cat, and he just… I don't know, but when SHIELD cleared the rest of the lab animals, I ended up taking him home, and his name is Butterfly and-"

"Woah, hold up." Bruce interrupted, "Butterfly?"

"My daughter named him. Anyway, Hope and Hank don't like cats, and they figured that since I'm moving in here, I could- I don't know- let him stay with me?" Scott finished nervously.

"I don't-" Tony started to say, until Pepper cut him off.

"Can I see a picture of him?"

"Oh, yeah, let me show you!" Clint pulled out his phone and started scrolling through his gallery as Pepper and Bruce peeked over his shoulder, "He fell asleep in the sink… and he apparently  _really_  likes Hank's glasses."

"He's so cute!" Pepper gushed.

"He's a little… ugly." Bruce admitted.

"Hey, he's had a hard life! Anyway, I got this one video of him last night and-"

"Hold on." Tony interjected, "I don't want some flea-ridden animal running around my tower!"

"Oh, okay… so when are you leaving?" Clint asked.

Pepper crossed her arms, "Tony, it's not just your tower, anymore, you have to share. And Scott is gonna live here, now, so I don't see any problem of him having a pet."

"A pet?" Peter asked, walking in with a spray bottle labeled, ' _Solution 12_ '

"Yeah, Scott has a cat."

"Oh, cool!" Peter grinned. He set to work at spraying the webs keeping Clint down as he continued, "Is it that one you've been posting about on Facebook?"

"Yep. Butterfly." Scott nodded.

Clint, finally free, stood quickly and crossed his arms in a way that said, ' _Yeah, I'm cool enough to still be cool after being webbed to the floor. Jealous?'_

"So you're gonna bring him here?" Peter asked, smiling hopefully.

"I never said pets were allowed." Tony said frustratedly.

"Here, I know how to fix this." Clint clapped a hand on Peter's shoulder, "Peter, do you want Scott to bring his cat?"

"Well, duh."

"Great! That settles it. Cats are allowed." Clint flashed a smile before walking over to the couch, "Okay, who wants to play Wii bowling?"

"What do you mean that settles it?" Tony huffed.

"I mean, am I wrong?"

"What?"

"Are you saying you  _won't_  let Scott bring his cat?"

"Well, no-"

"There you go." Clint said, like that was the end of it. "Come on, Pete, take a controller. My back hurts now, and I need to get payback."

As Peter hopped over the couch to join in Clint's game, Pepper led Scott back to the elevator to show him his floor. Once they were gone, Tony faced Bruce and asked, "What did Clint mean by all that?"

Bruce smiled softly and shook his head, "Tony, come on. You know what he meant."

"What?"

"For the record, I think it's great. Now, I'm headed down to the labs to take a look at the results on those blood tests. Are you planning on blowing anything up in there for the next few hours?"

"Well, you just said you would be in there, so the answer just changed to yes."

"Alright, then, let's go."

* * *

"You know, it's kinda creepy to stare at people. Though I guess you don't really have to worry about that, now that I think about it."

"You're hilarious, kid." Daredevil sighed as he stepped forward, into the light of a nearby streetlight.

"How do you know where to stand to be creepy in the shadows?" Peter asked, looking up at the older vigilante. "I mean, you can't even  _see_  shadows- you know what, I'm sorry, I shouldn't be pointing this out so much. Sorry, man."

He shrugged and sat beside Peter on the edge of the rooftop. It wasn't a very tall building- only six stories- but still, it was enough to give a pretty good view of what was going on below… for Peter.

"You learn to deal with it. Still, you know that's not really something I want a lot of people knowing, right?"

"My lips are sealed!" Peter mimed zipping up his lips and throwing away the key, just like his mom had always done. It was one of the few things he remembered about her.

Daredevil  _almost_  smiled at that.

"So where did you go? After Oscorp, I mean? Everyone was worried about you." Peter said quietly.

"Really, everyone?" Daredevil asked, unconvinced.

Peter still wasn't sure that Daredevil couldn't read minds, so he just told the truth, "Well, mostly Scott, Hope, and me. But Skye and Fitz-Simmons were asking about you, too."

Daredevil just shook his head, "Well, I have a life outside of hero work, kid. You know, a job?"

"I don't know, it's kinda hard to imagine you without the costume." Peter smirked, swinging his feet gently, "All I'm getting is this image of you in the mask with a suit and tie, working in a cubicle. It's a pretty funny image, by the way."

The devil of Hell's Kitchen huffed out a laugh, "Yeah, I bet it is. I bet you get weird looks when you get to school in  _your_  costume. Where I went to school, we weren't even allowed to wear hats."

"Actually, for Halloween last year-"

"Oh my God, you have  _got_  to be kidding-"

"I already had the outfit!" Peter protested, smiling like a fool. "And, somehow, Flash  _still_  had a better Spiderman costume than me."

"Do you even know what a secret identity is?" Daredevil scoffed as he shook his head.

"A pain in the neck?"

"...-That's fair." Daredevil agreed.

"But, on a serious note…" Peter paused and fiddled a bit with one of his web-shooters. "Thank you. For what you did this week, that was… Well, I don't know what would have happened if you hadn't been there."

Daredevil sat in silence for a second before saying, "You would have done the same, kid. For me, or Scott, or some random person on the street, or maybe even one of your villains, if they had a good enough reason."

"Still. Really, thank you." Peter said it so earnestly, it was hard to respond. So Daredevil just smiled at him and said, "Anytime, kid."

Comfortable silence fell over them for a few minutes. Until, that is, Peter spoke again.

"Seriously, though, from one superhero to another, what kind of job  _do_  you have? Because my school counselor has been saying to make goals based on my talents, and 'walking up walls' probably doesn't work on a resume."

"What would you say," Daredevil asked, smirking, "If I told you I was actually a famous daredevil? That's my job. I do stunts."

"I'd say you're full of it!" Peter scoffed, as Daredevil's grin widened. "And I'd mock you for mocking me for dressing up as myself for Halloween."

"Even if it was true, you'd never believe me. It's the perfect cover!"

"No, you're probably a janitor or something. Or maybe a judge."

"Why a judge?"

"Because." Peter shrugged, "Justice is blind."

"I  _will_  push you off this roof."

"Not if I jump off first!" Peter laughed, crouching to do just that. "What do you say, a race to that weird building with the owl slide?"

"Owl slide? Do you mean the brick one with the sloped roof?"

"Yeah, that one!"

"You're on, Spidey." Daredevil leaned forward to jump, "Loser buys drinks?"

"I hope you mean coffee. I don't feel like getting arrested again right now."

"Oh, right, you're a baby." Daredevil rolled his eyes. "Sure, coffee… Hold on, what do you mean, again?"

Peter pushed off of the ledge into the open air, "Maybe if you win I'll tell you!"

Daredevil wasn't far behind, "I can't wait, then!"

* * *

"Why do I always feel like I'm in trouble when I walk in here?" Tony sighed, strolling into Nick Fury's office with his hands in his pockets and Pepper at his side.

"Because you usually are." Fury replied, rolling his eye. Most people respected him and were at least a little intimidated. Then along came the Avengers, Earth's mightiest headaches.

"Whatever, can we make this quick? I'm supposed to pick Peter up from school today, and if I don't I know he'll go home on his own and fight crime along the way." Tony said.

Pepper nodded, "You know how teenagers can be."

Fury huffed an exasperated laugh, "I'm going to assume that was a joke and ignore it. Anyway, I actually called you here to discuss Peter, so if you'll take a seat, we can get this over with."

They sat down as Tony asked, "Are you finally getting around to finishing that adoption paperwork? Because it's looking like he'll graduate  _high schoo_ l before this is finally all over with."

"Stark, you  _are_  aware that, given your history and current career, no judge in his right mind would let you two do this under normal circumstances? Hell, if I didn't know for a fact that the kid has the powers he does,  _I_  wouldn't let you."

"Well, thanks for that vote of confidence, Nick." Tony huffed, "I'm just saying, it's been a while."

"And I'm just saying you should be happy it's happening at all."

Pepper cut in, as the two men glared daggers at each other, "And, like Tony said, we really are thankful for that, director. So let's get to business, shall we?"

With one last venomous glance at Tony, Fury turned to Pepper, "All right, then. Like I was saying, this has to do with Peter, but not really the adoption. When we were clearing out Oscorp, we found plenty of files pertaining to their test run on the animals on floor -3, and others on a subset of spiders."

"A few months ago, one of those spiders escaped, and, while no one knows what happened to it within the hour it was missing, it turned up dead on the main floor of the building."

"So you're saying that's the spider that bit Peter? It was from Oscorp?" Tony asked, no longer as concerned with the paperwork issues.

Fury nodded, "It would seem so. And that's not all we found, but this is where it gets more complicated."

"How's that?"

"Well, Mrs. Potts," Fury sighed, looking, for once, much older and almost (almost) human. He opened a drawer in his desk and pulled out a thick file, which had the word 'CLASSIFIED' stamped across it in bright red ink. "This is all of the information we found pertaining to Project Weaver. Of course, you know this project better as one Peter Parker."

Tony stared down at the file for a few seconds before saying slowly, "That's… a lot of information."

"And it comes at a price." Fury rubbed a hand over his eyepatch tiredly, "I'm telling you this because you have a right to know. You're going to adopt this kid, so his baggage is gonna be, at least in some way, your baggage. But I'll warn you, if you read what's in here-" he tapped the file for emphasis- "There's no going back. Ignorance is bliss, and sometimes it's better to just  _not_  know."

"You run an intelligence agency." Tony scoffed, albeit without his usual confidence. That had already crumbled from the moment Peter had been referred to as a 'project'.

"And that means I know as well as anyone what that information costs. But that was just my personal warning. Here's the file, it's up to you whether or not you read it." Fury slid the papers across the desk, where Pepper gingerly picked them up.

"I'm heading out for the day, but you two can stay here and read that. Or not. Close the door on your way out." With that, Fury stood and crossed the room, leaving the couple behind a closed door. All alone with everything they could ever want to know.

Pepper turned to her husband, "Well, Tony? What do you think?"

His eyes never left the file. "It must be pretty bad to phase Fury."

"Yeah."

Silence.

"You know, we could leave right now, pretend this never happened."

"No we couldn't. You know we couldn't."

"Yeah, but it's a nice thought, isn't it?"

More silence.

"So are you ready?"

"No, I don't think so. But go ahead."

* * *

Daredevil lost. Barely. After buying coffees (His was black. Peter's was caramel with so much sugar and cream that Matt could barely smell the coffee itself. Worry not, he made sure to make fun of him for it.) he headed back home to his apartment.

It was good to see Spiderman again. It was good to see he was doing okay after all that had happened. That kid was strong as hell.

Even if his coffee  _was_  wimpy.

Matt stripped out of his sweaty suit and had a quick shower. Being dirty was no fun with advanced senses.

He was mostly on auto-pilot as he pulled on his sweatpants and a soft T-shirt. He brushed his teeth as he checked the messages on his phone. There was only one, from Foggy.

" _Don't be a jackass too long tonight, we have that court hearing tomorrow. Be careful._ "

Good old Foggy.

With that, he fell into bed.

As he was drifting off to sleep, he thought about something Peter had said that night. " _I don't feel like getting arrested again, right now._ "

Funny, he thought it would have been in the news if Spiderman had gotten arrested. Maybe it was before Spiderman. Or maybe when the kid had first gotten his powers, he decided to use them for crime? Nah, he didn't seem the type. Peter was too much of a-

Matt sat up in bed so suddenly that the room  _definitely_ been spinning if he could see it. How could he have fucking forgotten?

Peter Parker.

Arrested.

Bailed out by Tony Stark.

"Oh my God." Matt breathed. "What are the fucking  _odds_?!"

* * *

The hall was long and empty. The echo of expensive shoes was the only thing to disturb the silence.

Norman Osborn had been dying. So he funded projects in a last-ditch effort to save himself.

*Clack-clack-clack-clack-*

Otto Octavius was suffering from the wear and tear the radiation poisoning was putting on his body. First it made him lose his mind. Then, it took his ability to heal. He needed a solution to fix both.

*Clack-clack-clack-clack-*

A project on spiders had been started a decade ago, but was only revived to try and find a cure for Norman. That project had ended in the first place with the death of the leading researcher and his partner. They died in a plane crash. Their son was left an orphan.

*Clack-clack-clack-clack-*

Everything was clear, now. The dots had been connected, and all of the random, dangling threads were coming together to form a vast network. A web. And a spider sat in the middle of it all, even if he didn't it, yet.

Hopefully, he would never have to know.

*Clack-clack-clack-clack-*

Why were the halls so silent? Well, it was probably better that way.

They should have left that damned file on the desk and walked away.

*Clack-clack-*

The footsteps ended in front of a thick glass window. On the other side sat a scientist, returned to his normal state along with everyone else that was in that basement. Well, as normal as you can be with metal arms jutting from your torso.

Octavius was laid out on a hospital bed, his artificial limbs restrained at his sides. The Avengers had really done a number on him.

"Oh, a visitor!" Otto looked appraisingly out the window of his small cell. "To what do I owe the honor, Mrs. Potts? Or is it Stark, now?" His voice was reedy and hoarse. Maybe it had something to do with the finger-shaped bruises on his neck.

She ignored him. "Hello Octavius. You remember me, then?"

"Oh, yes. I'm sorry we've never had much of a conversation before, but I'm afraid that every time we've met you were rather… unconscious."

"I don't mind. That's completely understandable." Pepper flashed him a diplomatic smile before entering a few numbers on a keypad next to the door. "So, tell me, Otto. Do you have kids?"

"So you're here about Mr. Parker, then?" Otto asked, as though they were discussing the weather. "I wonder, how is  _he_ healing after that whole mess?"

"Better than you." Pepper deadpanned. Pictures in a file flashed in her mind. A teenager laid out on a table, metal limbs stretched over him wielding scalpels and cotton and a syringe.

"Yes, his biology is  _quite_  stunning, wouldn't you say?"

"You think so?"

"Oh, yes! I'll have to have another look someday."

With a flick of one final switch, the door to the cell popped open with a hiss.

*Clack-clack-clack-*

And Pepper was standing over the man on the bed.

"Just what do you think-"

*BANG.*

A small hole appeared on Otto's forehead. A drop of blood reluctantly leaked out, like it was going to miss being on the inside. The man made a gurgling sound.

*BANG BANG BANG*

Three more holes joined the first.

Pepper lowered her still-smoking pistol and tucked it into her purse. Otto wasn't gurgling anymore.

"Heal from that, bitch."

She spun on her heel and went back the way she came, down the long, empty, silent hallway. Well, mostly silent.

*Clack-clack-clack-clack-"


	36. Champagne

"Peterrrr…"

"Dude, don't do that."

"Calm down, Harry, it's fine. Come ooonn Peterrr…"

"Seriously, cut it out."

"What? We can't just leave him asleep, he might be locked in the school all week."

"I'm pretty sure the doors lock from the outside."

"Still, knowing Parker, he'll sleep through spring break if we don't wake him up."

"Then just wake him up! Stop blowing on his face."

"But it's so funny how his nose gets all scrunched-"

"You're so gay."

"Whatever, fine, I'll stop."

Flash sighed and straightened up from where he was leaning over Peter and blowing on his face.

With a roll of his eyes and a meaningful look at Harry, Flash poked the sleeping teen in the forehead.

"That's not much better."

"Oh, well."

Peter shot up in his seat as though he had been shocked. His head whipped around, and his eyes shot around the room in a panic. Within a second, though, his wild eyes fell on his friends, and he let out a shaky huff.

"I fell asleep again, didn't I?"

"What tipped you off?" Harry smirked. Though he would never admit it, he absolutely agreed with Flash. Peter acted hilarious when he was tired.

Of course, now Harry understood  _why_  he was always falling asleep. He spent his nights beating up criminals. He was Spiderman. Peter Parker, his best friend, was Spiderman.

 _That_  was hard to come to terms with.

Peter shook his head, "Sorry, guys. What time is it?"

"Well, the last bell rung five minutes ago, so I guess that makes it 3:20." Flash shrugged. "Of course, you could always check the clock on this handy thing called a  _phone_  if you wanna be sure."

"Wow." Peter's eyes went wide and he turned to Harry, shock written all over his face. "Did you know that Flash knows how to add?"

"Crazy world we live in." Harry nodded.

"You're  _both_  assholes." Flash huffed. "Come on, it's spring break, I don't wanna spend a second longer in this place than I have to."

"Hear hear!" Harry grinned and slung an arm around Flash, who swayed with the sudden weight, but returned the gesture all the same. They teetered out of the classroom and down the hallway like that, as though they were drunks on their way home from a night of partying. Peter quickly grabbed his stuff and followed behind them, rolling his eyes.

"I bet Pete's actually disappointed that school's out for a whole week." Flash sighed, casting a teasing glance at Peter.

"You're right!" Harry cried, "With no teachers around, who will swoon over his use of pi?"

"With no classrooms, where will he sleep?"

"With no girls around, who will he embarrass himself in front of?"

"Oh, the tragedy!"

"The horror!"

"The worst of human depravity!"

"I need new friends." Peter said flatly. Still, he couldn't help a small smile as Flash and Harry lagged to bring him into the middle of their huddle. (Even though they noogied him pretty relentlessly as he was squished between them.) Yep. He definitely needed new friends.

They pushed through the doors into the muggy afternoon air. Spring had just arrived, but already the evenings of New York were getting hotter.

Down the front steps where Captain America had seen Flash beat Peter up. Into the parking lot where Harry and Flash had left their cars. Away from the school for the last time that term.

The trio broke apart as they neared Flash's sports car. He twirled the keys on his finger and turned to Peter and Harry. "So, I guess I'll see you guys in a week, huh?"

"Probably." Peter shrugged, "But if you wanna meet up before then, that's cool too."

"Yeah, don't think you're too cool to hang out with us," Harry added, "Because you're not."

"Well, I might have to take you up on that, then." Flash smiled warmly, then opened his door, "See you around, losers."

"Don't threaten us!"

And with that, Flash sped out of the lot, flipping them off as he went.

"What a classy fellow." Peter sighed.

"He's something, alright." Harry agreed, making his way to his car. "Hurry up if you want a ride. I have places to be, Parker."

Peter slid into the passenger seat of Harry's Camero. "Right, how could I forget? You're the big shot CEO of Oscorp, now! How dare I waste your valuable time?"

Harry scoffed, " _I'm_  the big shot? Tell me, which of us jumps off of skyscrapers in skintight spandex?"

"The prettier one." Peter replied, batting his eyelashes cheesily.

"I think I would remember doing that, Pete."

"Seriously, though, how's all of that going?" Peter asked, his smile slipping away, "The CEO stuff, I mean."

Harry shrugged, "About as well as it can be, I guess. It's weird, though."

"How so?"

"I don't know. It's just… it doesn't feel real, you know? Like, I know it's happening, and I'm in charge now, and I have employees to worry about and all of that, but… it's like it's happening to somebody else. I'm gonna wake up tomorrow and none of it will be real, and my dad isn't a supervillain, you aren't a superhero, and it'll all be like it was a few months ago."

"Is that dumb?" Harry sighed, staring ahead at the thick New York traffic. "I feel like you're judging me. I can't really blame you, though."

"What? No! I mean, no, I'm not judging you, Harry. I get it, man."

"Do you? Because I kinda just admitted I feel like your whole Spiderman thing is a crazy dream." Harry stated plainly.

Peter let out a sort of half-laugh, "Honestly, same. Maybe we're both dreaming, and I'm gonna wake up tomorrow and I'll be back at home with Ben and May and none of this stuff from the past few months will have happened."

"Would you want that?"

Peter stared at him for a moment. "Which part?"

"All of it." Harry continued, "If you could wake up tomorrow and it'll all be the way it was, would you do it?"

"You mean giving up spider powers and meeting the Avengers and getting adopted by Tony Stark?"

"Yeah."

A few moments passed in silence. Then, Peter spoke the only answer he could muster.

"In a heartbeat."

* * *

"Watchya workin' on?" Peter asked, leaning over Tony's shoulder and scaring the shit out of him. Tony jerked in surprise and almost dropped the new prototype he was working with.

"Peter! You know I have heart condition, are you  _trying_  to kill me?" Tony exclaimed, narrowing his eyes at the teen as he placed a hand over his arc reactor.

Peter only rolled his eyes. "I was talking as I walked in here, Tony. You must have been zoned out."

"Hmmm, nope. Not possible. I refuse to believe that that wasn't an assassination attempt."

"Whatever." Peter rolled his eyes once more, in true teenage fashion, "Seriously, though, what is that?"

"Oh, this?" Tony raised the prototype, "This is just a little something I made for Clint."

"Oh, cool!" Peter grinned, "What's it do?"

"Well, my young protege, this thing serves two purposes. Firstly, it fills Clint's request for new arrow tips. Secondly, it gives me entertainment. I call it (drumroll please)... Payback!" He finished with a flourish and a bow.

"So… it's a prank?" Peter asked, cocking his head to the side and getting a closer look at the arrow tip.

"Yeah, that bastard put a... cardboard cutout in my shower." Tony returned his attention to the tip as well.

"A cutout of what?"

"Now, why is that important, Peter?"

"I just want the details, that's all."

"If you want details, why don't you check out the specs for this thing. They're pretty impressive, if I do say so myself."

Peter nodded and brought up a holographic blueprint of the device. After a few moments, "Woah! That's awesome! But… I thought glitter was off limits?"

"Peter, sometimes you have to make sacrifices for the greater good. Besides, it's my tower, so I get use glitter for whatever the Hell I want."

"That's fair." Peter turned back to the blueprint, "So it'll shoot backwards-"

"Right into his eyes." Tony finished with a wicked grin.

"Sweet."

A few minutes passed in comfortable silence before Tony spoke again, "So, Pete, what brings you here this fine day? I thought you were going to train with Steve some more today, and test out those new weights."

Peter continued to study the hologram, twisting the image to get a better view of a particular area. "Steve and Nat had some mission thing to go do for SHIELD, so I have to wait for them to get back."

"Right."

"If you wanted privacy, though, I don't mind leaving, I have some homework anyway-"

"It's not a problem, Peter." Tony quickly interrupted, "In fact, I wanted to talk to you about your web formula."

"Oh, okay." Peter took a seat beside the billionaire, buzzing now with growing excitement. "What about it? Is there something wrong? Because, you know, I've been thinking about some ways to improve-"

Tony put up a hand, "Let me stop you there before your word-vomit gets all over my equipment. The thing is, I've been looking into improving it myself."

"Oh… So what'd you come up with?"

"That's the problem!" Tony huffed, "I can't think of a damn thing that I'd do differently. You made it too well, and now there's nothing for me to do."

Peter blinked at him, his brain struggling to take in this information. "You mean… wait, what? You wouldn't change…  _anything_?"

"Yep. Thanks a lot, kid, now I'm useless."

Peter's eyes were wide. He laughed nervously, and shoved a hand through his hair. "Oh my God. That's… that's awesome!"

"Um, excuse me?"

"What? Oh, sorry!" Peter quickly added, "I didn't mean it like that, I just… well, I never thought I would make something you couldn't improve on."

"Hey, I can improve on  _some_ stuff. Like, I've updated your web-shooters a bit here to give you different options as far as how it comes out, like in a stream or a thread like you have it now, or a few other ways. But, that being said, the formula itself… yeah, that's good the way it is."

"That's so awesome! Thank you so much, Tony! I-I don't even know what to say…"

"Than don't say anything." Tony turned and pulled two circular, tube-like things from a drawer, "Just test them out and tell me what you think."

You would have thought Tony had given him a car or something the way he lit up at that. They were clicked onto his wrists in seconds, and the process of testing out the new features (Mostly trying to not break or ruin anything, while still managing to look cool and break quite a lot.) lasted into the evening.

Eventually, the testing came to an end as the elevator doors came open with a *ding*, and Pepper stepped out, looking annoyed.

"Tony, I asked you to come up two hours ago."

Tony's eyebrows shot up like they were trying to hide from Pepper's rage in his hairline. "What? Two hours? Are you sure?"

"Come on, Tony, you promised not to spend tonight working." Pepper huffed, her hands on her hips and her foot tapping rhythmically. She turned her gaze to the teen who was trying very hard to turn invisible, "And Peter, you told me you would spend the night in, too."

"I am in! In the tower." Peter protested.

"Yes, in the  _labs_." She rolled her eyes once more, 'Come on boys, time to clock out for the day."

They both groaned in disappointment, but followed her into the elevator nonetheless.

"So, after dinner, which game do you want to start with?"

"What games do we have?" Peter asked, "I don't remember actually ever seeing any board games on your floor."

"Our floor, Peter." Pepper corrected, "And we just don't get them out often because  _some_  people-"

" _*Clint!*"_ Tony coughed into his fist.

"-Get too riled up over board games. But, yeah, we have pretty much all of the classics."

Peter nodded thoughtfully. "Soooo… Wanna play  _Jenga_?"

They came to their floor and stepped out of the elevator. "Nope. Bruce actually burned that one."

"He thought I was cheating." Tony clarified.

"You  _were_."

"How do you cheat at  _Jenga_?" Peter wondered.

"Don't even ask."

"Okay…" Peter considered it for a moment, "What about _Chutes and Ladders_?"

"Snakes and Ladders?"

"What's that, again?"

"Oh." Peter's mouth twisted in thought. "I guess you don't have that one then…"

"Why don't we eat, then we can look at what we have?" Pepper proposed, putting an arm around Peter with a smile.

"Alright, then!"

* * *

One gourmet dinner of pizza later (starring Peter the black hole), they settled in for a lighthearted night of games and family bonding.

"No!"

"You can't fight the truth!"

"It was obviously the candlestick!  _Why doesn't it say she used the candlestick?!_ "

"The murderer is a man! What do you mean, 'she'?"

Pepper groaned. "This was such a bad idea."

"Pepper, come on." Tony pleaded, "There's no way he used the revolver in the dining room, because they would have heard it in the parlor!"

"Not if he used a silencer." Peter argued.

"There's no way that the technology was available to suppress a  _revolver_ in the twenties, let alone silence one!" Tony exclaimed, throwing his hands in the air.

"Of course you would just  _know_  that." Peter huffed.

"I made weapons for years, of course I know that." Tony rolled his eyes, "So I know that there's no way Professor Plum could have used that gun! It could only be the candlestick!"

"It's a  _game_ , Tony." Pepper rubbed her temples, "You're not supposed to consider  _how_  he did it, you just have to figure out the clues!"

"I am. This game is just defective."

"I have an idea!" Peter piped up, "Why don't we play something else?"

"Good idea." Pepper agreed.

"Alright," Peter sifted through some of the boxes he and Tony had brought in from a closet down the hall, "We have Monopoly-"

" _No._ "

"Never again."

"Okay, fair enough… There's  _Connect Four_  here,  _The Game of Life_ , that's a good one.. We have chess, too, but that's more of a two-player game…"

"Oh, what about this one?" Tony pulled out a pretty big box with  _Sorry!_  Emblazoned across the top. "It's just your style, Pete. You make a move against someone then immediately apologize. It's perfect!"

Peter's face fell for a moment while Tony spoke, but was quick to plaster on a smile. "Nah, that one's a little competitive. What about, um, this one?"

Tony quirked an eyebrow at Peter's choice, " _Uno_? You think that's any less competitive than  _Sorry_?"

"Oh. Yeah, you're right." Peter chuckled and ran a hand through his hair, "You know what, the popcorn's all gone, I'll go make some more. You guys can pick whatever you want, I'll be right back!"

In a flash he swiped the popcorn bowl from the table and disappeared into the kitchen.

Tony raised an eyebrow at Pepper, as though he was asking,  _What was that?_

She just shook her head and shrugged. One could say they communicated on this deeper level because of their marital bond… but honestly, they were just used to trying not to be overheard by their enhanced kid. Freaking super hearing…

* * *

Peter stood directly in front of the microwave and watched the popcorn bag start to inflate with the occasional *pop*. May had always said that was a bad idea, and the microwave would leak radiation in his face if he was too close but… Peter was slightly less cautious about radiation at this point.

Really, there was no problem right now. Tony and Pepper were making an effort for them to do 'family' stuff, and Peter couldn't be happier to be a part of it. He was glad that they were taking their time with this, honestly. Peter admired both adults so much, but it wasn't easy for him to adjust to a new family so soon. Tony and Pepper, for their part, weren't putting pressure on him to rush into the new dynamic.

They were more like roommates that gave him advice, paid for clothes and food for him, helped him with homework, signed permission slips, told him not to forget his lunch…

Like really parental roommates.

Still, Peter hoped he never had to call them 'mom' and 'dad'. That would just be weird.

He was pulled from his thoughts when the microwave let out a shrill *Beep, Beep, Beep!* God, Peter hated that sound. He was quick to jab the button to open the door, and put an end to the beeping once and for all!

Would that be enough? There were only three of them, but Peter had probably already eaten more than both of the others combined…

He threw another bag in, because why not?

It was just that game that had Peter in a tailspin right now.  _Sorry._ How fitting.

Peter had played the game before. Once. When he was a little kid. He had played it with his mom, Ben, and May, while his dad helped him when his turn came. Ben had said it was cheating for two people to work together. May had told Ben to hush, it was just a game. As for his mother, all Peter could remember from her was laughing. She had a beautiful laugh.

But he couldn't remember what it sounded like.

The memory was so long ago, that Peter barely remembered any of it. It was probably wrong in most ways, warped like time will do to memories, but it was one of the precious few he had of his whole family.

So, yeah,  _Sorry_  was kind of a…  _thing_  with him.

It was sorta like champagne in  _The Book Thief._ Like, the main character's foster father gets ahold of some champagne (which is apparently super hard to get in Nazi Germany, along with food and cigarettes). The main character, Liesel, is just a kid, so she's never had it before, but since there's a war on, her foster father allows her to have a glass. She describes it as a magical experience because of a combination of things, like the uncertainty of the future, and the newness of it, and the fuzziness of the drink itself.

She swears to herself that she'll never drink champagne again, because it'll never compare to that moment. Well, that's what  _Sorry_  was to Peter.

He looked up in time to see the timer turn to the last second, and quickly opened the door to prevent the annoying beeping from happening again. Hah! Take that,  _microwave._

He dumped both bags into the empty popcorn bowl.

This was stupid. Peter was all good, now. He had a good life, with great friends, and a new family, and new beginnings all around. Why was he always so sad about the stuff that he didn't have anymore. About the people that were gone?

After all, he had to believe they were in a better place.

So what was his deal?

Then there was Harry's question, still lingering in the back of Peter's mind.  _Would you go back?_

And his answer.  _In a heartbeat._

Peter sighed, and tossed the empty bags in the trash.

That answer had been wrong. Well, probably. It was actually a great thing that Peter didn't have a choice whether to change life back or not, because he wasn't sure whether that's what he wanted. It wasn't all good or all bad these last few months.

Life is about a mixture of both.

He paused as he picked up the bowl. Life was crazy, sure. And maybe that had been a pretty hard question for Harry to have asked. It didn't really change anything, though, did it?

Tony and Pepper, for whatever reason, seemed to be in it for the long haul. They were willing, after everything, to stick with him (No pun intended). So they really were like family, huh?

There was still time… but maybe they would even be parents one day.

"Hey, Peter!" Tony called from the other room, "I know the tower is huge, but don't tell me you got lost on your way to the kitchen?"

"Come on, Peter, we still need to pick another game!" Pepper added.

Maybe one day they would fill that space.

But for now, "I'm coming, I'm coming! You guys are as impatient as toddlers, I swear! Anyway, on second thought, I haven't played  _Sorry_  in a while…"


	37. All That Really Matters

**Summary for the Chapter:**

> This is it, guys. The final chapter. Are you ready?

_Three months later…_

"Peter, come back here, you're not leaving this floor looking like that!"

"Come  _on_ , Pepper, you've been messing with it for hours!" Peter whined impatiently, "My hair looks fine, now let's  _go._ "

"Peter, listen to Pepper. It's just easier that way." Tony sighed, scrolling through his phone and leaning against the elevator doors. He'd been ready for twenty minutes already.

"Exactly." Pepper nodded, lifting a comb, "Now stay still."

Peter rolled his eyes, but did as he was told. "You know, I  _do_  know how to comb my own hair-"

"Yeah, but then you walked all over the place upside-down, looking for one of your little bot- things. So I just have to do it this time." Pepper hummed, pulling the comb gently through his unruly curls.

"Nah, don't let her kid you, Pete. She just likes doing motherly stuff." Tony smirked.

"Maybe." Pepper shrugged, "But you can't tell me you didn't play catch with Peter yesterday-"

"That was a reflex test!"

"Uh-huh." Pepper smirked. "Whatever you say, dear. Okay, Peter, I think that does it for now, but don't you walk anywhere but the floor until you get off that stage, got it?"

Peter gave her a sarcastic salute, "Ma'am yes, ma'am!"

Tony rolled his eyes at Peter's antics. "Can we go now?"

"Alright, alright." Pepper sighed, "Let's go get the rest of the merry misfits."

They stepped into the elevator and made their way a few floors down to the common area. The doors opened on a frantic scene, and they really shouldn't have expected any less. There was running, yelling, blood. Cat hair and water was flying through the air. Pepper sighed. Tony laughed. Peter, frankly, didn't know  _what_  to do.

Bruce, completely untouched by the chaos, saw them arrive and made his way over with a smile. "Hey, there's the man of the hour!" He had never been big on physical contact, but he pulled Peter into a hug nonetheless. "You ready?"

Peter returned the gesture as gently as possible and nodded as they pulled away, "Yeah, I'm just grabbing a piece of paper. No big deal."

Tony rolled his eyes, "Yeah, no big deal. You're  _only_  graduating."

"Exactly."

Tony might have argued with him, but that's when Clint stumbled forward and tackled Peter.

"There he is!" Clint somehow got the kid in a headlock and was noogieing him relentlessly.

"Clint!" Pepper smacked him lightly on the shoulder with a scowl, "You messed up his hair!"

"Won't he be wearing a cap, anyway?" Bruce asked.

"Yes."

Pepper sighed, "That's not the point."

Peter broke free from Clint's grip and darted around Bruce. "Truce, truce!"

"Look, it's all fluffy now."

"Can we stop talking about my hair?"

"Fine." Pepper gave the mess of curls one last disdainful glare before turning back to Bruce. "So what's going on, here?"

"Oh, right." Bruce rubbed the back of his neck as Scott popped up to full size on the counter, screaming. "Well, somebody got soda on Butterfly, though we don't know who-" He cut off with an accusing glance at Clint.

"For the last time, it wasn't me you anxious cucumber." Clint protested, to no avail.

Bruce continued, "And when Scott found out his cat was all sticky, he tried to give him a bath, and forgot to close the door, so naturally Butterfly escaped-"

"And is  _pissed_." Clint finished.

"So this is all because of a cat?" Tony balked, "Oh, come on, you're  _Avengers_."

"And Butterfly isn't a very fitting name!" Clint argued.

They all turned as a yowl tore through the room, and Steve ran past them with a hissing and spitting animal between his hands. With urgency he usually reserved for battle, Steve hurled Butterfly into the nearest room and slammed the door.

"Got him!" Steve panted, slumping against the wall with relief. He turned to Scott, "Your cat is an asshole."

"Um, language, Cap." Tony called, "There are innocent ears present!"

"That's right!" Clint agreed, reaching over and covering Bruce's ears, "You should be ashamed of yourself."

Scott crossed his arms over his chest, "I'd be upset too if somebody got  _coke_  all over me."

"That demon animal tore me up worse than a  _literal_  plane crash." Steve emphasized, waving his scratched arms dramatically.

"We  _get_  it, you crashed a plane!" Tony sighed as he rolled his eyes, "If you're all done with the theatrics, we have to get going. Peter's graduation starts in an hour, and for some reason he doesn't want to show up in a jet."

"Gee, I wonder why." Peter dead-panned.

"Right, I just gotta change!" Scott said as he ran down the hall to get in a suit that  _didn't_ shrink. Probably.

Just like that, the chaos resumed, with a whirlwind of various heroes trying to get in normal clothes, and recover from the morning's attack.

Tony glared around the room until he noticed the problem. "Hey," he asked nobody in particular, "Where's Nat?"

Clint ran by with a tie in one hand and a sock in the other, "She went early to save seats. I think she expects us to leave late or something."

"Well, she's not wrong." Pepper sighed, glancing at her watch.

Once everyone was properly dressed and Steve's arms had been wrapped in bandages by Bruce, they all went down to the garage, where they would carpool. Honestly, the biggest struggle for Peter had been convincing Tony not to make a big scene. He was super happy to know the Avengers at all, let alone live with them. It was a dream come true. That being said, they had the potential to be the most embarrassing people alive.

So that's how Peter ended up in the backseat of a plain Nissan Altima between Scott and Clint, with Pepper and Tony in the front. Steve would be riding his motorcycle, with Bruce on the back. When Peter had questioned this (Um, would Bruce really be okay on a ride so…?) Tony simply chuckled and said, "You should have seen his dramatic entrance to the Battle of New York! He'll be fine."

As Peter recalled, the Hulk was very much at the Battle of New York.

It wasn't long before they were pulling up the already packed-out lot.

"Tony, look, Steve already parked." Clint pointed out after fifteen minutes of circling the lot like a vulture.

"Oh, so you mean  _Steve_  found a place to park his  _enormous_  vehicle? Well, thank you for telling me, Clint, that was  _so helpful-"_

"Maybe I would have more luck if I was driving."

"Peter, you don't even have a license. How the hell would you find a spot better than me?" Tony sighed.

Peter leaned forward, grinning at Tony in the rearview mirror. "Because I'm a Parker."

Peter would have been kicked out of the car then and there if not for Pepper.

"There!" she cried, pointing out a spot just down the aisle. Unfortunately, a minivan was just as close, and by the way the woman in the front was glaring at Tony, he could tell she was eyeing the space, too.

Eight months ago, Tony may not have pictured himself as the type to get in a drag race with a soccer mom for a parking spot at a school event.

But he got the spot. And that's all that matters.

* * *

This was it.

Peter's leg bounced to the beat of his rapid heart. He bit his lip and kept his eyes resolutely fixed to the stage in front of him. The principal was speaking. For some reason, Peter had no idea what she was saying.

From his seat, among a sea of his peers in matching deep blue cap and gowns, Peter tried to calm down.

This was ridiculous. He had faced everything from carjackers to super villains. He had saved lives and, more than once, New York. So why was he so shaken up about this?

Peter wasn't scared by many things, anymore. But the future terrified him.

The principal stepped away from the podium with a round of applause following him to his seat. Peter instinctively clapped along. The valedictorian stepped up to take the principal's place.

Gwen. God, that brought back memories. Nine months ago, he loved her. Now, the blonde on the stage was a stranger. Their lives had changed. And so had they.

But that's high school isn't it?

And now it was ending. He would no longer see Harry and Flash every day. He would never again be puny Parker, the young genius that was different from his classmates. In college, people didn't care so much about that stuff. He would never crawl out the window of the boy's bathroom to fight a villain, or sneak into the chem lab to make some more webbing, as he had done before moving into the tower.

Basically, everything was ending, and he had no idea how to feel.

The worst part about Peter's crisis was, though he was walking across the stage with his peers, his life was moving in a totally different direction, now. The others were all entering adulthood, while Peter, the nerd who skipped two grades, was still very much a child.

Sure, his life was never really going to turn out like anyone else's, as a teenage vigilante. Still, to know that Flash was off to the military and Harry was in training to run Oscorp, while others, like Gwen, were going off to college, Peter felt absolutely alone.

Her speech ended. Peter's applause was sincere, despite the fact that he hadn't been paying attention.

The first row of students rose from their seats and began to file toward the stage.

It had all happened so fast.

The first name was called.

Too fast.

The A names turned to B names, and another row of students took the stage. He heard a few air horns go off as "Brant, Betty." took her diploma.

It would be okay.

As the ceremony wore on, Peter swore he saw a kid down the row to his left take a swig from a flask. That's the spirit.

Things were gonna change. But things had been changing, hadn't they? That didn't change the fact that the future was terrifying…

Peter's row stood, so he went along down the middle aisle, around the front, and waited his turn with the rest.

He scanned the crowd of parents and extended family. Right smack in the front of the group was his own family. Tony had a video camera out, ready to record. Bruce caught his eye and gave a thumbs up. Steve, Clint, and Nat were all looking ready to burst with anticipation. Pepper was leaned over, whispering something to Scott. They were all there…

"Parker, Peter."

He was snapped out of his thoughts as his name was called, and he carefully walked across the stage to grab his diploma. God, why had Harry shown him that video of people tripping at their graduations?

All fear was forgotten, though, as a wave of air horns, cowbells, and thunderous cheers came from the stands, where Peter caught sight of the Avengers. Oh, God. They had brought  _signs_.

Embarrassing? Yes.

Strangely uplifting?... Also yes.

Peter took the roll of paper and shook his principal's hand.

He stepped off that stage with a light heart and huge smile.

Yes, things were still changing, and the future was uncertain and daunting. But Peter knew that he would never really be alone again.

That was what really mattered.

* * *

The after party was, in a word,  _insane_. Pretty much everyone from the Oscorp incident had shown up, including Harry, who they were celebrating just as much as Peter. Within a few visits to the tower, Tony had gotten over his whole Osborn hating thing. Now, it wasn't out of the ordinary to find them talking about business stuff, with Tony giving the young heir some valuable advice. Peter loved it, obviously.

The SHIELD agents had come too, with the exception of Ward. Apparently, he had gotten into some trouble on a mission, and was bandaged up in a hospital with severe burns. Ouch. Peter was gonna make him a card.

It goes without saying that no super villains were invited.

Peter watched from the side as the party wore on. FitzSimmons were in a heated argument with Tony and Bruce about superhuman metabolism, and how much it would take to get somebody like Peter or Steve drunk. Meanwhile, Nat and Agent May were swapping stories. They were laughing. This made everyone nervous.

Scott, Clint, and Harry were busy making some kind of sculpture out of stuff from the snack table. Harry was surprisingly good at it, and Scott had plenty of help from some ants that had definitely not been invited. As for Clint… he was doing his best.

Then there was Steve. He was telling stories from his time in the war, while Phil listened with rapt attention. Pepper listened as well, fascinated especially by the tales of one "Peggy Carter".

Peter took all of this in with a warm feeling growing in his chest. This was good. This was  _really_  good. God, what did he do to deserve this? Looking over the assembled agents and heroes, Peter found himself feeling completely content. And life was good.

He pulled from his thoughts as a hand clapped on his shoulder. "Hey, Spidey!" Skye grinned, a glint in her eye, as though she knew exactly what he had been thinking, "What are you doing over here? Reenacting the Great Gatsby? Classy, I like it."

Peter chuckled, "Nah, I think we both know that Tony has the whole Gatsby thing covered."

"Really? I always figured him for more of a Daddy Warbucks."

"What?"

"You know, from Annie."

Peter considered it for a moment before his eyes widened, and he murmured "Holy shit."

"What?"

"He  _is_  Daddy Warbucks."

"I  _knew_ it."

* * *

The party came to an end much too soon. I mean, it went on past midnight, but still. Stuff like that always ends too soon. The highlight had to be when Daredevil finally showed up. Honesty, when Peter had invited the man earlier that week, he didn't expect him to actually  _come_. Regardless, come he did, in full costume no less.

It had been awkward, at first. Most of them were pretty used to him by now, but the costume was a pretty obvious thing in a room full of heroes in normal clothes.

After about ten minutes of this uneasy atmosphere, Peter went up to his room. He was in there for a while. Tony was about to go talk to the kid, thinking something had upset him, until Peter came back fully suited in his Spiderman garb.

There was a deliberate moment of confusion. A single beat of "What the Hell-" from everyone… then a beat of understanding. From there, the whole affair dissolved into a costume party.

Of course, not everyone ended up in their own suits. For instance, Clint had switched with Scott. This was fine until Clint accidentally shrunk himself, and refused to grow again because 'he was having fun'. The next hour was full of people walking around  _very_  carefully.

There were two Captain Americas that night. Coulson had left for half an hour and come back in his cosplay. It was flawless, naturally, and soon everyone had lost track of the real Steve.

While Coulson was gone, Nat had opened her room to go get her tactical suit, but was thrown back as Butterfly burst out in a ball of fluffy fury. Tearing her gaze away from the retreating cat, Nat locked eyes with Clint and said "If that cat tore up my room, I'll make Budapest look like a trip to Disney World."

Clint disappeared for the rest of the night.

Fitz, somehow, ended up in a real Iron Man armor.

The rest of them ended up in a weird mix of half-outfits and loose accessories. Harry, for instance, got Peter's mask and a web-shooter.

Needless to say, Daredevil was no longer out of place.

And that, Peter decided, was what really mattered.

* * *

Of course, just because Peter was out of school didn't mean he no longer had any paper work to do. The next weeks were filled with meetings, interviews, and lots and lots of papers.

Finally, two weeks into summer, Peter walked into Nick Fury's office flanked by Tony and Pepper on either side.

"Well, here you are." Fury sighed and casually slid a stack of papers over to the other side of the desk. "You're all set."

"About time." Tony huffed, picking up the papers and thumbing through the pages. "What took so long, anyway?"

"First of all, this isn't usually my job." Fury rolled his eye impatiently, "Other than that,  _background checks_ , Stark. None of you have very clean records, you know."

Peter's eyes widened in surprise as he turned to Tony, "Wow, I figured you had a shady past, but what did  _Pepper_  do?"

"Maybe it's those killer heels. Maybe she looks so good in that skirt it's a crime. You may never know, kiddo." Tony said. Pepper shot him a look, which he returned with a cheesy grin as he patted his pockets. "Anyone got a pen?"

Pepper rolled her eyes and handed him one from her purse, "I need a new husband."

"Aw, you know you love me." Tony leaned over the desk and, within a few moments, had signed in all of the necessary spots. When he stood and turned back to his wife, the pen was held out to her, and a giant smile had spread over his face.

"Your turn."

Pepper did the same as Tony had done. While she was writing, Tony put an arm around Peter's shoulders. "You ready, kid? You're about to be official."

Peter kept his eyes resolutely fixed on Pepper's hand as it scraped her name into the paper.

"Yeah." Peter tore his gaze away with a nod, "I'm ready."

Ready to move on. Ready for the future.

Part of him knew that this was just his name on some papers, and it wouldn't really change anything. After all, he was already a part of the family. He  _knew_  that.

But as he took the pen and added his signature to the bottom of the page, he felt like something really did change.

Oh, yeah.

His name.

* * *

Tony Stark had started out with almost everything. Peter started out with nothing. Now, they both had it all.

At least, all that really mattered.

The End.

**Notes for the Chapter:**

> Well, this has been fun. I've been writing this story over the past year, and now, it's over. I know this was published like, a few months ago, but that's because I was scared of Archive, because it looks super complicated. I never really did author's notes on this site, because I already did those on FanFiction net, and it didn't really seem necessary, looking back. But now that we're here, I just want to say that you're all amazing. I can never thank you enough for all of the Kudos, bookmarks, and especially reviews. I read them and re-read them over and over, guys, seriously, so thank you so, so much, even if I never respond. I've loved writing this, and if even one person enjoyed the story, then it was all worth it. So thanks again, and this is Tardis Thief, signing off for the last time.  
> Excelsior!


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